Annual report 2023 Helping people create their tomorrow We continue to build on AMP’s 175-year heritage of supporting customers to live financially well, and to meet their needs today and into the future. Our strategy enables us to deliver on our purpose: Helping people create their tomorrow 1 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n Contents 01 02 04 06 08 10 12 14 16 20 24 26 30 34 40 79 Introduction 2023 highlights Chair’s message CEO message How we create value Our strategy Sustainability overview Group financial performance Business review Material risks Our approach to governance Board of directors Group executive committee Directors’ report Remuneration report Financial report 153 Additional information About this report We take our reporting obligations seriously, and we provide concise and up-to-date information about AMP at amp.com.au/shares. AMP’s 2023 Annual report sits alongside a suite of materials that seek to provide a fulsome update on our operations and approach to important matters such as governance and sustainability. Reporting suite Sustainability Report 2023 Modern Slavery Statement 2023 Corporate Governance Statement 2023 ESG Data Pack 2023 The Directors’ report, Financial report and the Independent Auditor’s report are dated and current as at 14 February 2024. Unless otherwise specified, all amounts are in Australian dollars. AMP Limited ABN 49 079 354 519. Authorised for release by the AMP Limited Board. Acknowledgement of Country AMP acknowledges all First Nations Peoples across Australia. We recognise the Traditional Custodians of the land and value their connection to Country, waterways and sky. We pay our respects to the Elders for their resilience, courage and wisdom; for ensuring the survival of this country’s rich culture and heritage. Our hope for the future is to unite as one people, to listen and learn from each other with respect and walk the path to reconciliation together. 2 2023 highlights Financial performance Business progress Our customers Our shareholders People and partners Communities and environment $196m Underlying NPAT Simplified portfolio in place $265m Statutory NPAT Significant legacy legal matters resolved $744m Controllable costs Clear strategic focus for the re-shaped business $2.2b pension payments for Australian customers in retirement 2,700+ members supported with free, intra-fund advice on their superannuation 191,000 customers helped with their banking needs 441,410 Total shareholders 73 Employee satisfaction (eSat score) A– Leadership rating maintained on the annual CDP (Carbon Disclosure Project) benchmark, which is aligned to the TCFD framework $750m capital return delivered since August 2022 FY 23 final dividend declared of 2.0¢ per share 20% franked 40:40:20 gender diversity targets met across all levels including board, middle management and Head of >75 More than 75 responsible investment options available to clients on MyNorth Launched a new Inclusion and Diversity Strategy, championed by the employee led Inclusion and Diversity Council Invested in aspiring social entrepreneurs through grant funding and a 20-week subsidised social innovation program 3 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 4 Chair’s message Continuing our journey as a customer focused and purpose led business Key results $196m Underlying net profit after tax for the year $265m Statutory net profit for the year $750m Returned to shareholders 2.0cps Final dividend During 2023, AMP successfully continued its path to becoming a customer focused and purpose led business. We have repositioned AMP for the future, with the final sale of AMP Capital complete, the resolution of significant legacy legal matters and a simplified portfolio of businesses. As Chair, I am very conscious of the importance of corporate culture, and how critical it is to foster an inclusive and empowering work environment that enables our people to best support our customers. AMP’s purpose, helping people create their tomorrow, continues to guide the organisation and the board is proud of the way our people are supporting our customers in the current difficult economic environment. Financial performance Underlying net profit of $196m for the year was up 6.5% on FY 22, with statutory net profit for the year of $265m. AMP’s operating businesses experienced demanding economic conditions, however management held to their clear strategy to focus on the performance of the operating businesses, and maintained a disciplined approach to controlling costs. The operating environment for banking is particularly challenging. AMP Bank’s new digital small business banking proposition, to be launched in early 2025, is designed to address funding constraints in the medium and longer term, as well as diversifying the revenue mix. In Platforms, AMP’s innovative MyNorth Lifetime product has been internationally recognised in the industry for its contribution to a solution to financial challenges faced by retirees – an important contribution to the economy and society. The Advice business continues to progress towards breakeven, while in Master Trust, the simplification of the business continues while delivering returns in excess of 11.5% for superannuation members. The New Zealand business continued to deliver steady, good quality returns. Capital management and dividends We have a strong balance sheet and returning capital to our shareholders remains a priority. In August 2022, we committed to returning $1.1bn to shareholders, and to date have returned $750m via an on-market buyback and dividends. Today I am pleased to announce a FY 23 final dividend of 2.0 cents per share, franked at 20%. This commences the $350m tranche 3 of the capital return, with the remainder to be completed via further dividends, and/ or an on-market share buyback. Governance In line with best practice, board succession and renewal based on strategic imperatives remains an important focus, and so I was pleased to announce the appointment of Kathleen Bailey-Lord and Anna Leibel from 1 January 2024. These appointments add further significant skills and experience in digital transformation, technology and financial services to the board – key enablers for AMP’s future success. At the end of the year, Kate McKenzie stepped down from her role on the AMP Board to focus on her other board commitments. I’d like to thank Kate for her dedication and expertise during her three years working with the board through AMP’s transformation. Board gender diversity continues to meet our 40:40:20 target (currently 50:50 NEDs; 56% female with CEO). Board composition has also considered relevant diverse backgrounds and experience, and we actively engage with experts and representatives of broader stakeholder groups as required. During the year we made some important changes to our remuneration structure to incorporate feedback from stakeholders while remaining compliant to regulatory requirements. We believe that these changes are appropriate for a business of AMP’s size and continued complexity as it operates in both the highly regulated banking and superannuation markets. We continue to respect and respond to feedback in order to achieve a balance between stakeholder expectations, and attracting and retaining high-performing talent. These changes are covered in our remuneration report. Community and sustainability Our purpose highlights the important role that AMP plays in the community as a financial services provider, employer, and, more broadly, our economic and social contribution. We recognise that every dollar we manage is connected to someone retiring with dignity, and every mortgage we provide in AMP Bank is connected to someone purchasing a home. Our Advice and Platforms businesses play an important role in providing financial confidence for people to optimise their financial security. In 2023 we celebrated the 30th anniversary of the AMP Foundation. To mark the occasion the Foundation awarded two $1m grants to the not-for-profit social enterprises First Australians Capital and Global Sisters. We are all immensely proud of what the AMP Foundation has achieved, as one of Australia’s largest, independently funded corporate foundations. reinforcing our strong commitment to work collaboratively with Australia’s First Peoples to promote financial wellbeing and implement reconciliation initiatives within our organisation and the broader community. Chair succession During my tenure as Chair, AMP has undergone a significant transformation to set the company up for a sustainable future. We have a strong CEO and management team in place; the business and strategy is repositioned; the AMP portfolio is simplified; the capital base is strong; and substantive legacy issues are resolved. After almost five years on the board, three as Chair, the time is now right for me to hand over to the next AMP Chair, and I will retire at the conclusion of the Annual General Meeting in April, handing over to Mike Hirst. I have worked closely with Mike since he joined the board in July 2021, and he has already made a significant contribution to AMP as a Non-executive director. Mike has deep financial services knowledge and expertise, and the board unanimously supported his appointment. I wish Mike and the board every success, and I thank them for their exceptional commitment and contribution over the past challenging three years. Finally, I would like to thank our shareholders for your support for AMP. It has been a privilege to serve as Chair. I look forward to watching AMP’s future progress, and retire knowing the business is well repositioned for the future. In 2023 we also launched AMP’s Stretch Reconciliation Action Plan, Debra Hazelton Chair, AMP Limited 5 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 6 CEO message A year of progress “ We have continued to focus on delivering for our customers, brokers and advisers, and have been recognised by multiple industry awards, including a global award for innovation in retirement for MyNorth Lifetime.” AMP Bank is operating in a challenging and competitive market, and we are carefully managing volumes in this business given the impact on margins. In Platforms, flows from IFAs into our flagship North platform were up 33%, and we continue to make progress in reducing losses in the Advice business. In Master Trust, lower AUM-based revenue was offset by disciplined cost control, resulting in underlying NPAT in line with FY 22. Our strategic partnerships also created some volatility in the FY 23 result, with our stake in PCCP impacted by US real estate valuations, and our China partnership also going through regulatory change in its market. We see long-term value in these partnerships, despite shorter-term volatility. The New Zealand business continues to deliver good returns, divesting legacy products and acquiring a financial coaching business, enable.me. What are you doing to support customers through the current challenging economic environment? I fully recognise the challenges that our customers, and our people, are facing in the current economic environment. I am proud of the way we support our customers around the two biggest assets most Australians will ever own – their home and their retirement savings. We have an innovative retirement solution that seeks to give greater levels of confidence in a member’s financial position in retirement, and we will continue to innovate in this space and advocate for our customers, members and the wider community. Our North platform’s investment menu continues to expand, providing more choice and flexibility, and making it easier for advisers to implement advice strategies for customers. We have lowered our superannuation administration fees for all investment options, saving our members money and making our offer more competitive. We’ve also delivered strong returns of over 11.5% for the majority of our MySuper superannuation members. In 2023, AMP Bank helped over 9,100 customers to buy their own home. We have improved turnaround times for loan approvals by 22% (compared to FY 22), streamlined our application processes to make things simpler for our customers and our people, and been awarded Money Magazine’s Best-Value Long Term Deposit for the third year running. With funding support from the AMP Foundation, AMP’s partnership with Good Shepherd supports vulnerable customers, offering practical solutions and support to address the root causes of financial hardship. Since inception, nearly 500 customers have been provided with assistance, and during 2023 emergency food relief and financial counselling were among the most widely used support services. Our customer-focused strategy helps us to deliver on our purpose: helping people create their tomorrow. How is the industry changing and what does this mean for AMP? The current moves to review regulation of the financial advice sector are sensible and practical and will expand the delivery of advice to millions more Australians. AMP has an important role to play to make a meaningful difference to the lives of many at a time when financial advice has never been needed more. The sooner we streamline the advice process, the more affordable and accessible financial advice will become. We will continue to work with Government to progress these important reforms. With the Government’s Retirement Income Covenant, AMP is taking a leading position to ensure that our members have the assistance they need when approaching retirement, and understand how we can support them in achieving their retirement objectives. What are you doing to address the legacy issues AMP has faced? In recent months, we have worked hard to settle both the outstanding shareholder class action, and the Buyer of Last Resort (BOLR) class action – these were significant legal matters that were causing uncertainty for our business and our supporters. It was important to achieve a resolution in both matters. Having reached an agreement to settle the BOLR matter, we can build on the work we are doing to reset the relationship with financial advisers and look to the future for that business with a focus on making advice more accessible to all Australians. What are your priorities for 2024? Looking to 2024, the priorities are clear. We have repositioned AMP, simplified the portfolio and businesses and have identified key focus areas for the future. Our priorities are to drive sustainable business performance and customer experience, right-size our cost base to reflect the AMP of today, and create new sources of revenue, including our digital small business bank that will launch in Q1 2025. We also remain committed to returning surplus capital to shareholders. Having returned $750m since August 2022, I’m pleased to be progressing with tranche 3 of our $1.1bn capital return program via our FY 23 final dividend, as well as further dividends and/or an on-market share buyback. And importantly, we must maintain our focus on delivering on our purpose: helping people create their tomorrow. I’d like to thank our shareholders for their continued support as we strive to do so. Alexis George AMP Chief Executive Officer Our CEO Alexis George answers questions about AMP’s performance in 2023, and looks ahead to 2024. What are your reflections on 2023? 2023 was another year of transition and progress for AMP. We have simplified the business with the completion of the AMP Capital sales and settled our business portfolio. We made material progress on sustainable cost reduction with a committed program over the next two years, and we have resolved a number of significant legacy legal matters. The final completion of the remaining AMP Capital sale in November 2023, as well as the divestment of SuperConcepts in June, means that AMP is positioned for the future with our focus on banking and wealth management in Australia and New Zealand. Our five operating business units are AMP Bank, Platforms, Advice, Master Trust and New Zealand Wealth Management – as well as our strategic partnerships. To reflect our simplified portfolio, during the year we established a new flattened executive structure with more business heads involved in setting the strategy. We are now positioned to look to the future, with a clear strategy as we continue to simplify the organisation, enabling AMP to be more adaptable to the changing economic and competitive landscape. Importantly, we’ve continued to focus on delivering for our customers, brokers and advisers. This has been demonstrated throughout the year with a number of industry awards across the business, which have recognised MyNorth Lifetime for innovation in retirement at a global level and AMP Bank’s digital innovation. The AMP Super Fund won the Momentum Award at the Annual Super Review Awards in partnership with SuperRatings, recognising the fund’s transformation in enhancing member outcomes. How did AMP’s businesses perform? AMP’s underlying net profit after tax for the year was $196m, an increase of 6.5% on FY 22. The board has declared a final dividend of 2.0 cents per share, bringing the FY 23 Full Year dividend to 4.5 cents per share, 20% franked. We have a strong focus on reducing controllable costs to an appropriate level for the size of our business, and have momentum on simplification initiatives for 2024. Disciplined cost management in a period of high inflation remains paramount. 7 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 8 How we create value Our enablers Our business areas Respect risk Embed appropriate governance structures to maintain robust risk culture Brand, reputation and ESG Driving consistent delivery of positive outcomes for our stakeholders: shareholders, customers, people and communities Digital and data Leveraging digital and data to better understand and serve our customers Purpose and culture Helping people create their tomorrow, and living the AMP values every day C C u u s s t t C C o o m m m m u u n n i i t t i i e e s s a a n n d d e e n n v v i i r r o o t t d d e e t t t t i i m m m m o o c c e e r r a a e e W W o o n n m m e e n n t t Platforms AMP’s flagship North platform includes super, retirement and investment offers Master Trust Super and pension solutions for individual and corporate members New Zealand Wealth Management Offering super, retirement, advice and general insurance o o m m e e r r s s d p artners d p artners Advice Professional services for aligned and independent advisers Bank Providing home loans, deposit and transaction accounts Strategic Partnerships Including CLAMP and CLPC in China, and PCCP in the US n n p l e a p l e a o o P e P e h h e e l l p p i i n n g g p p e e o o p p l l e e c c r r e e a a t t e e t t h h e e ir to ir to m m orro orro w w Strategy AMP’s updated strategy provides a framework for AMP to drive business line profitability; efficiently manage capital and costs; and create new revenue sources. The strategy seeks to enable AMP to deliver on its purpose: Helping people create their tomorrow 9 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n The value we create For shareholders 441,410 Total shareholders $750m capital return delivered since August 2022 For customers $2.2b pension payments for Australian customers in retirement 191,000 customers helped with their banking needs For our people 73 Employee satisfaction (eSat score) 40:40:20 gender diversity targets met across all levels including board, middle management and Head of For our communities 30 years of the AMP Foundation celebrated with $2m donated to charities supporting women led and First Nations businesses 10 Our strategy AMP’s strategy helps AMP to deliver on its purpose: Helping people create their tomorrow. The strategy was launched in February 2024, to drive AMP’s next chapter, with a focused portfolio in wealth management and banking in Australia and New Zealand. Our purpose Helping people create their tomorrow Drive business line profitability and positive customer experience — Bank: Address NIM compression, reduce costs and improve ROC — Platforms: Invest in adviser sales and service; embed market leading retirement solutions — Advice: Achieve breakeven target; build on strong practice relationships — Master Trust: Refine retirement solutions, drive sustainable performance — New Zealand: Maintain current performance and continue to diversify revenue Efficient capital, cost and balance sheet management — Address corporate costs: Right size corporate costs; simplification and transformation program — Maintain disciplined capital management: Strong balance sheet, focused on optimising capital. Reduce net debt as appropriate; committed to returning surplus capital to shareholders Create new revenue sources and lasting points of differentiation — Digital Business Bank to begin operating in Q1 2025 — Expand on channel opportunities, including building digital advice capability — Extend retirement product innovation, leveraging large existing customer base and breadth of capability across the wealth value chain 11 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 12 Sustainability overview For 175 years, AMP has had a long tradition of serving the communities we operate in. Our purpose – helping people create their tomorrow – guides our actions and decision making at AMP. For all of our stakeholders, it is about delivering value and reporting meaningfully on our progress. People and partners AMP’s commitment to its people is to create meaningful opportunities to contribute and deliver positive outcomes. For our partners, this means working together to meet the needs of customers. We expect our people and partners to own their accountabilities, be brave to try new ways of doing things and play as one team. 13 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t 2023 highlights Maintained systems and processes to appropriately manage conduct and consequences in a fair, consistent and considered way. Significant legacy legal matters were resolved. Employee satisfaction stable at 73 despite high level of organisational change. Launched a new Inclusion and Diversity Strategy, championed by the employee led Inclusion and Diversity Council. Improved Adviser satisfaction rates from 68% to 81% and Broker satisfaction rates from 69% to 84% year on year. i F n a n c a i Customers AMP’s purpose is reflected in our commitment to customers, giving them the confidence to take control of their finances. It means we put customers first by considering them in all our decisions and make it as simple as possible for them to achieve their goals. 2023 highlights Paid $2.2b in pension payments to Australian members to help them in retirement. Supporting 2,700+ members with free intra-fund advice on their superannuation and 5,800+ members through educational webinars with employer clients. Supporting 4,000 members to access $52.5m in superannuation on compassionate or hardship grounds. Implemented a new approach to feedback from customers to identify opportunities and take action to improve. Helped around 191,000 customers with their banking needs and provided more than 9,100 new home loans. Delivered enhanced Bank digital capabilities, including self service card security controls and real time payments. Strengthened our cyber and information security capabilities and provided training and education to employees. Communities and environment AMP’s commitment to communities means addressing the broader impacts of our value chain through our investments and managing climate-related risks and opportunities. It is about doing the right thing and investing in our communities. l r e p o r t A d d i t i o n a l i n f o r m a t i o n 2023 highlights More than 75 responsible investment options available to clients on MyNorth. New Zealand Wealth Management named Responsible Investment Leader in 2023 by Responsible Investment Association of Australasia (RIAA). Maintained A- Leadership rating on the annual CDP (Carbon Disclosure Project) benchmark, which is aligned to the TCFD framework. Maintain carbon neutrality across our global operations for our 11th year and a 54% reduction on scope 1 and 2 emissions from 2022. Celebrated 30 years of the AMP Foundation with $2m donated to charities supporting women led and First Nations businesses. 14 Business review Group financial performance Profit and loss (A$m) Revenue AUM based revenue Net interest income Strategic partnerships 1 Other revenue 2 Total revenue Variable costs – Investment management expense – Marketing and distribution – Brokerage and commissions – Loan impairment expense – Other variable costs 3 Total variable costs Gross profit Controllable costs – Employee costs – Technology – Regulatory, insurance and professional services – Project costs – Property costs – Other operating expenses 4 Total controllable costs EBIT Interest expense 5 Investment income 6 Tax expense NPAT (underlying) 8 – AMP Bank – Platforms – Master Trust – Advice – New Zealand Wealth Management – Group 7 NPAT (underlying) by business unit Items reported below NPAT Discontinued operations 8 NPAT (statutory) FY 23 2H 23 1H 23 FY 22 % FY 751 373 58 126 1,308 (143) (27) (82) (7) (61) (320) 988 (334) (165) (82) (72) (62) (29) (744) 244 (61) 83 (70) 196 93 90 53 (47) 34 (27) 196 62 7 265 377 173 23 67 640 (69) (16) (41) (4) (31) (161) 479 374 200 35 59 668 (74) (11) (41) (3) (30) (159) 509 (170) (164) (84) (47) (33) (31) (17) (81) (35) (39) (31) (12) (382) (362) 97 (29) 48 (32) 84 36 46 25 (22) 17 (18) 84 (82) 2 4 147 (32) 35 (38) 112 57 44 28 (25) 17 (9) 112 144 5 261 794 382 89 83 1,348 (165) (20) (80) (3) (78) (346) 1,002 (330) (143) (88) (119) (43) (34) (757) 245 (62) 53 (52) 184 103 65 53 (68) 32 (1) 184 152 51 387 (5.4) (2.4) (34.8) 51.8 (3.0) 13.3 (35.0) (2.5) (133.3) 21.8 7.5 (1.4) (1.2) (15.4) 6.8 39.5 (44.2) 14.7 1.7 (0.4) 1.6 56.6 (34.6) 6.5 (9.7) 38.5 – 30.9 6.3 n/a 6.5 (59.2) (86.3) (31.5) Earnings EPS – underlying (cps) 1 EPS – actual (cps) RoE – underlying RoE – actual Dividend 2 Dividend per share (cps) Franking rate 3 Ordinary shares on issue (m) 1, 4 Weighted average number of shares on issue (m) Share price for the period – closing ($) Market capitalisation – end period ($m) Capital and corporate debt AMP shareholder equity ($m) Corporate debt ($m) Corporate gearing Interest cover – underlying (times) Interest cover – actual (times) Margins – basic 1 – fully diluted 1 – statutory – low – high FY 23 2H 23 1H 23 FY 22 6.8 9.3 5.0% 6.7% 4.5 20% 2,741 2,862 2,904 2,860 0.84 1.37 2,549 3.0 0.1 4.3% 0.2% 2.0 20% 2,741 2,767 2,809 2,765 0.84 1.31 2,549 3,794 3,794 741 11% 5.0 6.4 741 11% 5.0 6.4 3.8 8.8 5.6% 13.0% 2.5 20% 2,799 2,958 3,006 2,956 0.95 1.37 3,162 3,929 1,078 17% 4.3 4.2 5.7 12.0 4.6% 9.7% 2.5 20% 3,043 3,215 3,266 3,213 0.87 1.40 4,002 4,077 1,078 16% 4.8 9.0 AMP Bank net interest margin (over average interest earning assets) 1.27% 1.15% 1.39% 1.38% Platforms AUM based revenue to average AUM (bps) Master Trust AUM based revenue to average AUM (bps) New Zealand Wealth management AUM based revenue to average AUM (bps) 47 64 82 47 65 82 47 63 83 48 67 86 Volumes AMP Bank total loans ($m) Platforms net cashflows ($m) 5 Master Trust net cashflows ($m) 5 Platforms AUM ($m) Master Trust AUM ($m) New Zealand Wealth Management AUM ($m) Total AUM ($b) 6 Controllable costs (pre-tax) and cost ratios Controllable costs – excluding discontinued operations ($m) Cost to income ratio – excluding discontinued operations Staff numbers Total staff numbers 7 Exchange rates AUD/NZD – closing AUD/NZD – average 24,441 24,441 24,537 24,033 1,401 (6,424) 71,060 51,865 10,853 660 (5,431) 741 (993) 2,532 (3,532) 71,060 68,322 65,495 51,865 55,427 54,023 10,853 10,789 10,459 133.8 133.8 134.5 130.0 744 69.0% 382 362 757 71.9% 66.2% 71.6% 2,664 2,664 2,976 3,000 1.0777 1.0802 1.0777 1.0815 1.0865 1.0797 1.0723 1.0930 Includes profit contributions from CLPC, CLAMP, PCCP and sponsor investments. 1 2 Includes Advice, North Guarantee and NZWM other revenues. 3 Includes payment of commissions, employed planner expenses and other variable selling costs. 4 Includes travel, marketing, printing, administration and other related costs. 5 Includes interest expense on corporate debt. 6 Includes investment income from Group cash. 7 Includes Strategic partnerships, Group costs not recovered from Business Units, investment income and interest expense on corporate debt. 8 Includes sold businesses of AMP Capital and SuperConcepts and revenues in relation to external mandates now discontinued, with FY 22 restated accordingly. 1 Number of shares has not been adjusted to remove treasury shares. 2 No ordinary dividends were declared for the 1H 22 period. 3 Franking rate is the franking applicable to the dividend for that year. 4 302,059,122 shares were repurchased and subsequently cancelled in FY 23 as part of the announced on-market share buyback. 5 Net cashflows exclude pension payments. 6 Excludes $1.8b of external discontinued AUM previously reported as WM Other AUM. 7 1H 23 FTE numbers impacted by the acquisition of enable.me. 15 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 16 Business review AMP Bank $93m Underlying NPAT (FY 22: $103m) FY 23 performance Underlying NPAT of $93m (FY 22: $103m) reflects the previously flagged compression in Net Interest Margin (NIM), which was 1.27% for FY 23, compared to 1.38% for FY 22. To respond to market conditions, during 2H 23 AMP Bank’s strategy pivoted to lower residential loan book growth given margin pressure experienced in mortgages and deposits. Consequently the residential mortgage book experienced subdued growth of 1.7% for the year, 0.61x system. Controllable costs for the year were 1.5% lower at $133m, with momentum behind further cost reductions in FY 24. 90+ day arrears of 0.62% reflect the quality of the loan book amid the challenging economic environment, compared to 0.70% for the broader industry. AMP Bank remains well provisioned, and continues to provide additional support to customers in hardship. In November, AMP Bank announced a partnership with UK-based Engine by Starling, to use its platform to bring a compelling digital bank offering to the Australian small business market. This will open a new revenue stream and diversify AMP Bank’s funding mix. To improve return on capital, AMP Bank’s strategic focus is on disciplined responses including nominal loan growth, diversifying and optimising funding and reducing costs. Winner of Money magazine’s Best-Value Long Term Deposit for the third year running ‘Best Digital Bank Pure Play for Australia’ at The Digital Banker’s Global Retail Banking Innovation Awards Platforms FY 23 performance Underlying NPAT of $90m, up 38.5% on FY 22 reflects a positive North Guarantee experience from favourable market conditions, benefitting from stabilising interest rates and higher equity markets. Investment income was also higher due to the interest rate environment. $90m Underlying NPAT (FY 22: $65m) Net cashflows (excluding pension payments) were $1.4bn (FY 22: $2.5bn), impacted by the shift of non-super investment away from platforms, reflecting prevailing economic conditions. Flows into AMP’s flagship platform North from independent financial advisers (IFAs) were up 33% on the prior period, reflecting an ongoing focus on this market. Controllable costs increased to $173m (FY 22: $158m), driven by investment in technology, product and distribution capability to support future growth. North’s managed portfolio offers continue to grow, reaching $13bn in assets under management by the end of 2023. AMP’s leading retirement solution, MyNorth Lifetime, which launched in 2022, is a defined contribution lifetime-income product that can be opened before and during retirement, and provides high rates of income in retirement that never runs out. The product offers customers and their financial advisers complete control over investment choice and strategy, with access to North’s extensive investment menu. During 2023, MyNorth Lifetime was recognised globally as the winner of the Pension Fund Design and Reform Award at the World Pension Summit held in The Hague in the Netherlands. MyNorth Lifetime also received the Best Fund Innovation Of The Year at the Chant West 2023 Super Fund Awards in May and Canstar’s Innovation Excellence Award in April. Zenith CW Pty Ltd ABN 20 639 121 403 AFSL 226872/AFS Rep No. 1280401 Chant West Awards issued May 2023 are solely statements of opinion and not a recommendation in relation to making any investment decisions. Awards are current for 12 months and subject to change at any time. Awards for previous years are for historical purposes only. Full details on Chant West Awards at https://www.chantwest.com.au/fund-awards/ about-the-awards/ 17 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 18 Business review Advice $47m loss Underlying NPAT (FY 22: $68m loss) FY 23 performance Underlying NPAT loss in Advice improved by $21m to $47m, with continued progress in establishing Advice as a sustainable, standalone business. An ongoing focus on controllable costs resulted in a reduction of 15.2% to $117m. Variable costs improved by $16m to $2m, partly driven by the reshaping of the equity portfolio. The quality of AMP’s adviser network remained strong with average revenue per advice practice above the industry average at $1.75m. Aligned adviser numbers continued to stabilise during the year as adviser sentiment towards AMP continued to improve with adviser satisfaction scores at 81%, up from 68% at FY 22. AMP reached an agreement to settle the Buyer of Last Resort (BOLR) class action in November 2023, with final court approval expected to occur in the first half of 2024. $53m Underlying NPAT (FY 22: $53m) Master Trust FY 23 performance Underlying NPAT of $53m was in line with FY 22. Lower AUM-based revenue (down 10.4%) was the result of both the simplification program to consolidate products and fees and the previously announced mandate loss of $4.3bn. This was offset by disciplined cost control, leading to a reduction in controllable costs of 10.8% to $174m. Revenue margin of 64bps (FY 22: 67bps) reflected the impact of the simplification initiatives completed in May 2023. Net cashflows were impacted by the above-mentioned mandate loss, which took effect in August 2023. Excluding mandate losses, net cashflows improved $468m on FY 22. Master Trust’s transformation program is well advanced, with initiatives identified to deliver further member benefits in 2024. In January 2024, AMP announced the appointment of a new default insurance provider for superannuation members, to deliver more personalised insurance services and in line with members’ best financial interests. The majority of superannuation members also benefited from investment returns in excess of 11.5% for the 2023 calendar year. AMP Super Fund won the Momentum award at Super Review’s 10th annual Super Fund of the Year Awards for 2023. AMP Super took the prize in the Momentum category, awarded to the fund that has made significant progress in completing key projects which will enhance its strategic positioning in coming years. New Zealand FY 23 performance Underlying NPAT of $34m was up 6.3% from $32m at FY 22. Advice First’s revenue growth in FY 23 of $5.8m includes the strategic acquisition of enable.me which delivers non AUM-based revenue through fee-based coaching programs. A focus on cost controls resulted in controllable costs of $36m, compared to $35m in FY 22, despite inflationary pressures in this market. KiwiSaver, New Zealand’s voluntary work-based retirement savings scheme, experienced a challenging 2H 23, reflecting the economic environment, delivering $70m in net cashflow. The divestment of legacy products continued to simplify the business, as advice and distribution revenue continues to grow. $34m Underlying NPAT (FY 22: $32m) 19 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 20 Material risks Managing our key risks AMP’s approach to achieving its strategic objectives is to take measured risks within our risk appetite. AMP has a clear strategic plan to drive our business forward and an Enterprise Risk Management framework to identify, measure, control and report risks. Enterprise Risk Management framework Effective risk management is fundamental to understanding and responding to changes in AMP’s operating environment, enabling us to achieve our purpose and strategic objectives. Risk management is a responsibility of all AMP employees and is reflected in many of AMP’s values – own it, be brave, do the right thing, and put customers first. AMP’s risk management framework provides the foundation for how risks are managed across AMP and enables AMP to meet its legislative and regulatory requirements, codes and ethical standards, as well as internal policies and procedures. It includes the following key components: — Strategy and business plans covering the whole of AMP — Risk management strategy — Risk appetite statement — Supporting policies and practices — Performance management By establishing the principles, requirements, roles and responsibilities for management of risk across AMP, the framework ensures all employees have clarity on how risks are to be managed to fulfil the obligations to key stakeholders, including customers, shareholders and regulators. Risk is also integrated into performance management at AMP, and employees are assessed twice-yearly on ‘respecting risk’. The risk appetite statement articulates the level of risk the board is willing to accept to ensure the effective delivery of AMP’s strategic objectives. There is clear alignment between AMP’s corporate strategy and the risk appetite of the AMP Limited Board, to ensure that decisions made are consistent with the nature and level of risk the board and management are willing to accept. Key business challenges AMP is focused on delivering on its strategy, and in doing so remains conscious of various challenges affecting the financial services industry. These include, but are not limited to, the following (listed in alphabetical order): Business, employee and business partner conduct The conduct of financial institutions remains an area of significant focus for the financial services industry both globally and in Australia and New Zealand. AMP devotes significant effort to ensure that our business practices, management, staff or business partner behaviours adequately meet the expectations of regulators, customers and the broader community, and do not result in an adverse impact on our reputation and value proposition to customers. Our Code of Conduct outlines how AMP seeks to conduct its business and how it expects people to conduct themselves. The principles that define the high standards outline the behaviour and decision-making practices, including how we treat our employees, customers, business partners and shareholders. We are committed to ensuring the right culture is embedded in our everyday practices. AMP embraces a safe and respectful work environment that encourages our people to report issues or concerns in the workplace. Directors, employees (current and former), contractors, service providers or any relative or dependents of any of these people can utilise AMP’s whistleblowing program to report conduct or unethical behaviours. Climate change AMP, its customers and its external suppliers may be adversely affected by physical and transition risks associated with climate change. These effects may directly impact AMP and its customers on a range of physical, financial and legal risks to our business, the investments we manage on behalf of our customers and the wider community. Initiatives to mitigate or respond to adverse impacts of climate change may in turn impact market and asset prices, economic activity, and customer behaviour, particularly in geographic locations and industry sectors adversely affected by these changes. AMP’s approach to managing climate-related risks and opportunities is detailed in AMP’s annual Sustainability report, informed by key pillars of the Taskforce on Climate-related Financial Disclosures (TCFD) framework. In 2023, AMP retained an A- Leadership rating (second highest rating available) in the annual CDP investor disclosure program, indicating leadership in our management of climate related risks and opportunities. AMP has been carbon neutral across its operations since 2013 to address the direct impacts of our business activities. 21 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 22 Material Risks Competitor and customer environment The financial services industry, as well as the community in Australia and New Zealand more broadly, have faced various challenges throughout 2023, including natural disasters, economic uncertainty, and rising interest rates. Throughout the year AMP supported customers in a number of ways, including strengthening protection for bank customers at risk of financial abuse and experiencing vulnerability, and reducing interest rates across fixed term home loans in May 2023. Customer expectations are evolving which is intensifying competition within banking and wealth management. Furthermore, as economic uncertainty prevails, it is affecting the performance of assets under management across the industry. AMP continues to adapt its capabilities and operating model in order to remain competitive and relevant to customers. In 2023, AMP continued to deliver on its strategy to reposition AMP as a simpler, purpose-led, customer-focused business in its core markets of banking and wealth management. Notable strategic developments included completion of the sale of the AMP Capital real estate and domestic infrastructure equity business to Dexus Funds Management, the announcement of a new digital bank designed for small business and AMP’s first-to market retirement solution recognised globally as winner of the Pension Fund Design and Reform Award at the World Pension Summit. Cyber security threats, fraud and scam threats Operational risk environment Organisational change Regulatory environment Operational risk exposures for AMP relate to losses resulting from inadequate or failed internal processes, people and systems or from external events. These include, but are not limited to, information technology, human resources, internal and external fraud and scams, money laundering and counter-terrorism financing, bribery and corruption. This environment will be further stressed by the other key business challenges included in this section. Employee retention and key person risk are key operational risks for AMP, and these are currently elevated across financial services as a whole due to low unemployment and a competitive talent market. We are committed to mitigating operational risk by reducing operational complexity and strengthening risk management, internal controls and governance. We continue reshaping the adviser network and simplifying superannuation products and investment options, and our corporate structure. The AMP operational risk profile reflects these exposures and the financial statements of AMP contain certain provisions and contingent liability disclosures for these risks in accordance with applicable accounting standards. Cyber risk, as well as fraud and scams, remain a threat in a rapidly changing technological and digital environment. AMP is committed to continually uplifting its response to these risks. We are uplifting cyber resilience through preventing, detecting, and responding to cyber incidents. We also continually monitor potential fraud and scams in order to identify and address them as early as possible. AMP’s Cyber Defence Centre uses industry best practices, advanced technologies and intelligence sharing arrangements with Australian Government and industry entities to uplift AMP’s cyber defences, enhance situational awareness and mitigate malicious threats. The AMP Cyber Team recognises that the education and awareness of employees is critical to maintaining the security of customer data, and conducted ~40 educational seminars for employees on cyber security awareness, threats and responses. The Cyber Team broadened its reach to include financial advisers, with a dedicated cyber policy, improved training materials, and awareness campaigns. While AMP continues to demonstrate maturity uplifts against the National Institute of Standards and Technology (NIST) Cyber Security Framework and improve its overall control effectiveness, cyber security threats remain a key risk given the evolving nature of the threat. AMP Bank, aligned to the Australian Bankers Association Scam-Safe Accord, has committed to a range of anti scam measures to help protect our customers and the broader community from scammers. AMP Bank will introduce higher protections into our systems based on the principles of disrupt, detect and respond. Changes were made throughout the year to continue to simplify the operating model of the business. There is always a risk that business momentum is lost while organisational change is implemented. There is a risk that the extended period of change may have an adverse impact on employees causing a strain to deliver on our strategy and transformation initiatives. These risks will be mitigated by maintaining leadership and performance focus on the business. AMP continues to invest in adopting new ways of working to drive efficiency and improve its practices to increase accountability and build on core strengths. We recognise that failure to execute appropriately on the implementation of these changes can increase the risks of disruption to AMP’s business operations. AMP operates in Australia and New Zealand, with their own legislative and regulatory requirements. AMP continues to anticipate upcoming changes to these requirements. AMP continues to respond and adjust its business processes for any changes. However, failure to adequately anticipate and respond to future regulatory changes could have a material adverse impact on the performance of its businesses and achieving its strategic objectives. AMP is committed to continually strengthening its risk management practices, its control environment and enhancing its compliance systems across its businesses. AMP’s internal policies, frameworks and procedures seek to ensure any changes in our regulatory obligations are complied with. Compliance, legal and regulatory risk that results in breaches is reported to AMP management committees and regulators. This is managed in accordance with internal policies. Regulatory consultations and interactions are reported and monitored as part of AMP’s internal risk and compliance reporting process. AMP actively participates in these interactions and cooperates with all regulators to resolve such matters. More information about our approach to these challenges can be found on our website at: corporate.amp.com.au/ about-amp/corporate- sustainability. Significant changes to the state of affairs Apart from as elsewhere disclosed in this report, there were no other significant changes in the state of affairs during the year. 23 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 24 Governance Our approach to governance The board oversees AMP as it continues to deliver on its strategy, building on its 175-year heritage. This strategy enables AMP to deliver on its purpose, helping people create their tomorrow. As the board oversees AMP’s progress against its strategy, the board’s commitment to governance was demonstrated in a number of key areas in 2023: Succession planning & board renewal Culture, conduct & ethical behaviour The AMP board engaged an external advisor to assist with its board succession planning. This involved refreshing the skills matrix to align to future strategy and supported the appointment of two new non-executive directors, Kathleen Bailey-Lord and Anna Leibel effective 1 January 2024. AMP’s code of conduct was refreshed in 2023 in line with AMP’s purpose and values. AMP launched new performance and recognition programs to drive accountability, and positively encourage employees to promote and work in alignment with AMP’s values. Advisory Groups Risk culture In October 2022, AMP’s board established two advisory groups to support and promote two of AMP’s key strategic enablers, ESG and sustainability, and Technology transformation. These board advisory groups conducted workshops and deep dives with management throughout the year on these topics. Following the satisfaction of core objectives, the advisory groups were dissolved in mid-2023. ESG, sustainability and technology transformation will continue to be overseen by AMP’s board and its committees. AMP continues to focus on maintaining an appropriate risk culture, aligned to AMP’s purpose and values. Risk culture is measured biannually, with results provided to the board, and focus areas identified with clear action plans. AMP continues to engage with all employees on risk culture via an internal Speak Up survey, providing employees with opportunities to share their experiences of risk culture and provide valuable feedback. → To read more about AMP’s approach to corporate governance, please see the 2023 Corporate governance statement AMP’s governance framework provides clear separation of the board’s oversight functions from the executive responsibilities and accountability of the CEO and AMP’s leadership team. This framework is supported by AMP’s constitution, internal policies, charters, standards and procedures which facilitate this separation of responsibilities. An overview of AMP’s corporate governance framework is depicted below. Accountable to Shareholders AMP Limited Board of Directors (Including Chief Executive Officer) Oversees management of AMP for shareholders and approves the strategic plan Delegated Authority Accountable to Board AMP Limited Board Committees Audit Committee Oversees financial reporting and internal and external audit functions Nomination Committee Oversees board and committee membership and succession planning Remuneration Committee Oversees key remuneration and people policies and practices Risk and Compliance Committee Oversees current and future risk management AMP Limited Shareholders Delegated Authority Accountable to Board Chief Executive Officer Responsible for the day-to-day management of the AMP group and the implementation of our strategic objectives Company Secretary Responsible for the proper functioning of the board AMP Limited Executive Committee Responsible, with the CEO, for executing AMP’s strategic objectives and managing and conducting the AMP group’s operations AMP Limited Employees AMP Limited Constitution, Charters, Policies and Standards AMP’s purpose and values From time to time, additional board committees, working or advisory groups are established, or a board member is appointed as the board’s representative on management steering committees. In 2023, this included two advisory groups, an ESG (environmental, social and governance) & sustainability advisory group and a Technology transformation advisory group, to enhance the board’s insight into these key strategic enablers. 25 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 26 Board of directors Debra was appointed to the AMP Limited Board as a Non-executive director in June 2019 and as the Chair in August 2020. She was also appointed as the Chair of the Nomination Committee in August 2020 and is a member of the Remuneration Committee. Debra is also the Chair of the AMP Bank Board. Experience Debra brings significant experience from more than 30 years in global financial services, including as the local Chief Executive of Mizuho Bank in Australia and Commonwealth Bank in Japan. She has expertise across financial markets, institutional banking, risk management, treasury, human resource management and global corporate culture transformation. Debra is currently Chair of Export Finance Australia and a Non-executive director on the boards of Australia Post, Treasury Corporation of Victoria, Persol Holdings Co. Ltd (Tokyo Stock Exchange) and Vice President of the Australia-Japan Business Cooperation Committee. Her previous board experience includes Australia-Japan Foundation, Australian Financial Markets Association, Asia Society and Women in Banking and Finance. She has graduate and post-graduate degrees in economics and finance, as well as philosophy and Japanese language and literature. Directorships of other ASX listed companies — None Directorships of other companies — Non-executive director, Persol Holdings Co., Ltd (Tokyo Stock Exchange) (appointed July 2023) Government and community involvement — Chair and Non-executive director, Export Finance Australia (appointed December 2023, effective February 2024) — Non-executive director, Australia Post (appointed October 2023) — Non-executive director, Treasury Corporation of Victoria (appointed August 2018) — Member and Vice President, Australia-Japan Business Cooperation Committee (appointed November 2020 and appointed as Vice President October 2021) — Member, Chief Executive Women Australia (appointed January 2020) Alexis George was appointed Chief Executive Officer (CEO) of AMP Limited in August 2021. She is responsible for leading the AMP business. In addition, Alexis was appointed to the AMP Limited Board and AMP Bank Board in August 2021. Experience Alexis has more than 30 years’ experience in the financial services industry in Australia and overseas. She spent seven years at ANZ, including most recently as the Deputy Chief Executive Officer, working with the CEO to drive group-wide strategic initiatives in addition to having responsibility for its shared service centres and banking services. As the Group Executive Wealth Australia, Alexis led ANZ’s ~$4 billion wealth divestment program, including the separation and sale of its life insurance and superannuation businesses to Zurich and IOOF. Prior to ANZ, Alexis spent 10 years with ING Group in a number of senior roles, including CEO Czech Republic and Slovakia, responsible for banking, insurance and funds management, and Regional COO Asia, responsible for product, marketing, technology and operations. Directorships of other ASX listed companies — None Government and community involvement — Member, Chief Executive Women Australia (appointed October 2016) — Member, Financial Services Council Board (appointed September 2023) — Member, Australian Bankers Association Council (appointed August 2021) Debra Hazelton BA (Hons), MCom, GAICD Independent Chair Alexis George BCom, FCA, GAICD Chief Executive Officer Andrew was appointed to the AMP Limited Board as a Non-executive director in July 2022 and is a member of the Nomination, Remuneration and Risk and Compliance Committees. At the same time, Andrew was appointed to the AMP Bank Board and is a member of its Risk and Compliance Committee. Experience Andrew is a senior financial services executive with over 30 years’ international and domestic experience across banking and financial markets in Australia, London, Hong Kong and Singapore, with a particular focus on capital markets and mergers and acquisitions. From 1989 to 2020, Andrew worked with J.P. Morgan Chase & Co holding various roles over his three-decade career with the company, including most recently as Head of Investment Banking for Australia and New Zealand from 2017 to 2020. Prior to that role, Andrew was Head of the Financial Institutions investment banking business for Australia and New Zealand from 2004. Andrew is a member of the Ord Minnett Private Opportunities Fund Investment Committee, a panel member for Adara Group, which provides independent pro bono advice to Australian companies as well as being an executive coach with Foresight Global Coaching. Directorships of other ASX listed companies — None Government and community involvement — Member, National Heart Foundation Advisory Board (appointed April 2020) Rahoul was appointed to the AMP Limited Board as a Non-executive director in January 2020. He served as Chair of the Risk Committee from May 2020 to October 2022. He was appointed the Chair of the Audit Committee in October 2022 and is a member of the Nomination and Risk and Compliance Committees. At the same time, Rahoul was appointed to the AMP Bank Board and is Chair of its Audit Committee and a member of its Risk and Compliance Committee. Experience Rahoul has over 40 years’ experience in professional services, advising complex multinational organisations in Australia and overseas. Rahoul is a member of the Audit and Risk Committee of Minter Ellison’s Partnership Board. Between 2018 and 2021, he was Partner and National Leader of Minter Ellison’s financial services practice in Australia and leader of the risk consulting practice. Prior to this, Rahoul was a Senior Partner in PwC Australia and subsequently Canada, serving for a total of almost 30 years. During this time, he held a number of leadership roles, delivering audit, assurance and risk consulting services to major financial institutions in Australia, Canada and the United Kingdom. Rahoul is also a member of the Advisory Committee for Genpact Australia Pty Ltd. Directorships of other ASX listed companies — None Government and community involvement — Member, Reserve Bank of Australia, Audit Committee (appointed February 2018) — Member, Loreto Kirribilli, Finance and Risk Committee (appointed February 2024) Michael was appointed to the AMP Limited Board as a Non-executive director in March 2020. He was appointed as the Chair of the Remuneration Committee in August 2020 and is a member of the Audit and Nomination Committees. At the same time, Michael was also appointed to the AMP Bank Board and is a member of its Audit Committee. Experience Michael has over 35 years of professional experience, with significant experience in senior executive financial and commercial roles. His experience as Chief Financial Officer spans over 20 years in ASX Listed companies as well as the public sector. Michael is also Chair of Sigma Healthcare and has served on numerous private boards since 2010. Directorships of other ASX listed companies — Non-executive director and Chair, Sigma Healthcare Limited (appointed February 2020 and Chair in August 2022) Directorships of other companies — Non-executive director of GMHBA Limited (appointed October 2023) Andrew Best BLaws, BSc, MAICD Independent, Non-executive director Rahoul Chowdry BCom, FCA Independent, Non-executive director Michael Sammells BBus, FCPA, GAICD Independent, Non-executive director 27 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 28 Board of directors Mike Hirst BCom, SFFin, MAICD Independent, Non-executive director Andrea Slattery BAcc, MCom, FCPA, FCA, FSSA, FAICD, GCB.D(ESG) Independent, Non-executive director Mike was appointed to the AMP Limited Board as a Non-executive director in July 2021. He was appointed the Chair of the Risk and Compliance Committee in October 2022 and is a member of the Nomination and Remuneration Committees. At the same time, Mike was appointed to the AMP Bank Board and is Chair of its Risk and Compliance Committee. Experience Mike has more than 40 years of experience in board and senior executive leadership roles within retail banking, treasury, funds management and financial markets. Mike was the Managing Director of Bendigo and Adelaide Bank from 2009 to 2018 and prior to this, he worked in senior executive and management positions with Colonial Limited, Westpac Banking Corporation and Chase AMP Bank. Mike served as Deputy Chair of the Treasury Corporation of Victoria and previously held non-executive directorships with Austraclear Limited, Colonial First State, Rural Bank and Barwon Health Limited. Mike was a Commissioner on the Federal Government’s National COVID-19 Commission Advisory Board, a member of the Federal Government’s Financial Sector Advisory Council and was Deputy Chair of the Australian Banking Association. Directorships of other ASX listed companies — Non-executive director, AMCIL Limited (appointed January 2019) — Non-executive director, Butn Limited (appointed September 2020) Directorships of other companies — Non-executive director of GMHBA Limited (appointed July 2018) — Non- executive director of Adelaide Airport Limited (appointed September 2023) Government and community involvement — Acting Chair, Racing Victoria (appointed as a director in 2015, Deputy Chair in October 2016 and Acting Chair October 2016–October 2017 and from July 2023) — Honorary Member, Business Council of Australia (appointed July 2018) Andrea was appointed to the AMP Limited Board as a Non-executive director in February 2019 and is a member of the Audit, Nomination and Risk and Compliance Committees. At the same time, she was appointed to the AMP Bank Board and is a member of its Audit and Risk and Compliance Committees. In addition, Andrea was also appointed to the AMP Foundation Board in March 2022. Experience As a Non-executive director, Andrea has substantial experience on global, public and private companies and government advisory committees in the finance, clean energy, infrastructure, superannuation, professional services and defence industries, spanning more than 30 years. As an executive, Andrea was the co-founder, managing director and CEO of the SMSF Association from 2003 to 2017. Prior to this, Andrea was a financial adviser and Principal of her own tax consulting and advisory business. Andrea’s previous Government Advisory Committee appointments include the Federal Government’s Innovation Investment Partnership, Industry Working Group, Stronger Super Peak Consultative Group, Superannuation Advisory Group and the Future of Financial Advice. Directorships of other ASX listed companies — Non-executive director, Argo Global Listed Infrastructure (April 2015 – June 2022) Directorships of other companies — Non-executive director, Infrabuild Ltd (appointed December 2022) Government and community involvement — Non-executive director, Clean Energy Finance Corporation (appointed February 2018) — Deputy Chair, Woomera Prohibited Area Advisory Board (appointed July 2019) — Member, Chief Executive Women Australia (appointed January 2017) — Member, Global Competent Boards (appointed November 2021) Kathleen Bailey-Lord BA(Hons), FAICD Independent, Non-executive director Anna Leibel LLM (EntGov), GDipITLdshp, GAICD Independent, Non-executive director Kathleen was appointed to the AMP Limited Board as a non-executive director in January 2024 and is a member of the Nomination and Remuneration Committees. At the same time, Kathleen was appointed to the AMP Bank Board. Experience Kathleen has over 25 years’ experience in board and senior executive leadership roles across diverse industry sectors including financial services, technology, utilities and education. Kathleen was the Group General Manager, Global Shared Services of Australia and New Zealand Banking Group (ANZ) from 2008–2013 and prior to this she was the Chief Executive Officer of The Fordham Group and held senior executive management positions with PMP Ltd, Phillips Fox Lawyers (now DLA Piper) and IBM Australia and New Zealand. Directorships of other ASX listed companies — Non-executive director and Chair, Janison Education Group Limited (appointed February 2022 and as Chair, October 2023) — Non-executive director, Bank of Queensland (May 2019–August 2021) Directorships of other companies — Non-executive director, Datacom Group Limited (appointed April 2022) — Non-executive director, Alinta Energy (appointed May 2021) Government and community involvement — Non-executive director, St Vincent’s Health Australia Limited (appointed April 2023) — Australian Institute of Company Directors, Victorian Councillor (appointed 2017) and Victorian President (elected 2024), Member of Technology Governance & Innovation Advisory Panel (appointed 2018) — Member, Chief Executive Women (appointed January 2009) Anna was appointed to the AMP Limited Board as a non-executive director in January 2024 and is a member of the Nomination and Risk and Compliance Committees. At the same time, Anna was appointed to the AMP Bank Board and its Risk and Compliance Committee. Experience Anna’s experience spans private and public boards and senior executive leadership positions across a wide spectrum of highly regulated and asset-intensive service sectors such as financial services, telecommunications, infrastructure and healthcare. Anna was the Chief Delivery and Information Officer (2019–2021) and Chief Information Officer (2017–2019) at UniSuper and has also held senior executive roles with PwC and Telstra. Directorships of other ASX listed companies — None Directorships of other companies — Non-executive director, Secure Electronic Registries Victoria (SERV) (appointed September 2021) Government and community involvement — Non-executive director, Alfred Health (appointed July 2021) Kate McKenzie BA, LLB, MAICD Former Independent, Non-executive director Kate served as an independent non-executive director of AMP Limited and AMP Bank Limited from November 2020 until her retirement in December 2023. Kate was also a member of the AMP Limited Nomination Committee for 2023 and Remuneration Committee (July–August 2023). 29 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 30 Group Executive Committee Alexis George was appointed Chief Executive Officer (CEO) of AMP Limited in August 2021. She is responsible for leading the AMP business. In addition, Alexis was appointed to the AMP Limited Board and AMP Bank Board in August 2021. Experience Alexis has more than 30 years’ experience in the financial services industry in Australia and overseas. She spent seven years at ANZ, including most recently as the Deputy Chief Executive Officer, working with the CEO to drive group-wide strategic initiatives in addition to having responsibility for its shared service centres and banking services. As the Group Executive Wealth Australia, Alexis led ANZ’s ~$4 billion wealth divestment program, including the separation and sale of its life insurance and superannuation businesses to Zurich and IOOF. Prior to ANZ, Alexis spent ten years with ING Group in a number of senior roles including CEO Czech Republic and Slovakia, responsible for banking, insurance and funds management, and Regional COO Asia, responsible for product, marketing, technology and operations. Alexis is a member of the Institute of Chartered Accountants and a graduate of the Australian Institute of Company Directors. Alexis is an active member of Chief Executive Women and is a passionate advocate for women in leadership roles. She is a member of the Financial Services Council Board and the Australian Bankers Association Council. Blair joined AMP in 2009 and took up the role of Chief Financial Officer in July 2023. Experience Blair was previously CEO/Managing Director of New Zealand Wealth Management from January 2017, and prior to this served as AMP’s Director Retail Financial Services; Director of Advice & Sales and General Manager Marketing and Distribution. Blair has over 30 years’ experience across the financial services sector in New Zealand and Australia. From August 2020 to January 2021, Blair also served as Acting CEO for AMP Australia, where he was responsible for AMP’s wealth management and banking divisions with a focus on strengthening client-led outcomes. David joined AMP in September 2004 and was appointed Group General Counsel in May 2018. David has group-wide responsibility for AMP’s legal and governance functions. Experience David has over 30 years’ experience in the legal profession, with extensive experience in the areas of M&A, corporate law and corporate governance, having worked in law firms in Perth and Sydney and with the ASX. Prior to his appointment as Group General Counsel, David was the Group Company Secretary and General Counsel, Governance at AMP, which included acting as Company Secretary for AMP Limited. David holds a Bachelor of Commerce and Bachelor of Laws from the University of WA and a Master of Laws from the University of Sydney. He is a Fellow of the Governance Institute of Australia. Alexis George BCom, FCA, GAICD Chief Executive Officer Blair Vernon BBS Chief Financial Officer David Cullen BCom, LLB, LLM Group General Counsel Rebecca was appointed the Chief People Officer in November 2021 and is responsible for leading human capital strategy, employee experience, talent and succession, leadership, performance, remuneration, recruitment, diversity and inclusion, cultural transformation and employee development. Rebecca is also accountable for corporate communications and sustainability. Rebecca joined AMP in April 2020 as Group Director People. Experience Rebecca Nash BBus, GAICD, GradCert Chief People, Sustainability and Community Officer Rebecca has more than 25 years of local and global multi-sector experience. Prior to joining AMP, she spent seven years at Perpetual as the Group Executive, People & Culture, where her portfolio included sustainability and business transformation. During her time at Perpetual, Rebecca served as a Director of Perpetual Trustee Company. Prior to Perpetual, Rebecca held senior roles with National Australia Bank and Accenture. Rebecca is a graduate of the Australian Institute of Company Directors, Stanford Business School and Harvard Business School’s Women on Boards program (2018). She holds a Bachelor of Business degree from the University of Technology, Sydney, and a change management qualification from the Australian Graduate School of Management at the University of New South Wales, Sydney. Sean O’Malley was appointed the Group Executive of AMP Bank in September 2021. He is responsible for the management and growth of AMP Bank, and for Marketing across the group. Experience Sean joined AMP in May 2013 and has over 25 years of experience in delivering enhanced business results, predominately in financial services industries. He has deep and broad leadership experience, having performed multiple roles across the AMP business, including as Director of AMP Contact Centres and Operations Transformation with a focus on transforming the customer experience, and Director of AMP Direct, where he designed the organisational structure and operating model of AMP’s direct-to-client advice model. Sean joined the bank as Director of Technology and Operations in 2016, focused on leading capability and technology enhancements, and the Future AMP Bank Core Program. In April 2021, Sean was appointed to Managing Director AMP Bank. Sean is responsible for leading the bank, delivering its future growth strategy, uplifting its digital capability and ensuring the ongoing delivery of high-quality products and services to customers. Nicola joined AMP in August 2019 as Head of Internal Audit and became Chief Audit Executive in February 2020. She was appointed Acting Chief Risk Officer in February 2022 and Chief Risk Officer in May 2022, leading AMP’s Risk Management function across the group. Experience Nicola has more than 25 years of experience in financial services, both domestically and internationally, during which time she has built a deep understanding of regulation, risk, governance and control. Nicola has held various roles in financial services organisations and regulators, including most recently with ANZ as General Manager of Audit for the Wealth business, and at Barclays, HBOS and the Financial Services Authority in the UK. Nicola is also a past President of the Chartered Institute of Internal Audit in the UK and a former board member of the Global Institute of Internal Audit. Nicola holds a Bachelor of Arts (Honours) from Middlesex University and a Masters in Audit Management and Consultancy from the University of Central England. Sean O’Malley MBA, BCom, FIML Group Executive, AMP Bank Nicola Rimmer- Hollyman BA (Hons), MSc, CMIIA, QAIP Chief Risk Officer 31 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 32 Group Executive Committee Edwina was appointed Group Executive Platforms in July 2023. The Platforms business provides superannuation, retirement and investment solutions to advisers and their clients. Experience Edwina is a seasoned executive, board director, consultant, and transformational leader having held senior executive roles across wealth management; superannuation and funds management businesses. In June 2021, Edwina was appointed Director, Platforms at AMP, with end-to-end accountability for AMP’s Wealth Superannuation Fund, Wrap Platforms and SuperConcepts SMSF business (which was sold on 30 June 2023). Previously, Edwina led AMP Capital’s Global Product function, responsible for its Managed Investment Schemes, offshore domiciled funds and separate accounts. Before AMP, Edwina held various senior leadership roles at Perpetual Investments responsible for strategy; business development; product innovation and management functions. She was also a management consultant with Accenture specialising in wealth management and began her career as a lawyer with DLA Piper (then Phillips Fox). Edwina holds a Bachelor of Laws (QUT) and a Graduate Diploma in Applied Finance & Investment (FINSIA). She is a Director of ASFA. Edwina Maloney LLB, GradDip Applied Finance & Investment (FINSIA) Group Executive, Platforms Matt was appointed Group Executive Advice in July 2023, and is responsible for leading AMP’s Advice business, which provides professional services to a network of aligned and independent financial advisers. Experience Matt is a highly experienced leader in financial services having held senior executive roles across financial advice, wealth management, superannuation, investments, mortgages and banking. Matt joined AMP in July 2021 to lead and transform AMP’s advice business. Matt has extensive experience in large scale advice transformations and a deep knowledge of building and operating successful advice businesses. He has led advice and mortgage broking businesses at MLC/NAB, was CEO of Yellow Brick Road, an ASX listed business, and Executive Director at Loan Market and Wealth Market, both privately owned businesses. Matt holds a Diploma in Financial Planning from RMIT University and a Diploma in Applied Finance and Investment from FINSIA. Matt Lawler DipFinPlan, Dip Applied Finance and Investment (FINSIA) Group Executive, Advice Melinda was appointed Group Executive Superannuation and Investments in January 2024, joining from KPMG where she led the Actuarial and Data Analytics team. She leads AMP’s Investment business and the Superannuation (Master Trust) business which serves personal and corporate super members. Experience Melinda has deep expertise in superannuation with more than 30 years in the industry. She also has experience in wealth management, life insurance, general insurance and not for profit organisations, including as CEO of the Actuaries Institute and Policy Director at ASFA. Having spent eleven years at BT Financial Group in the 1990–2000’s, Melinda was Managing Director, Superannuation for seven years from 2014 where she led the transformation and simplification of BT’s complex heritage superannuation business to a modern digital enterprise, migrating $31bn and 560,000 members from multiple products to the go-forward offer. Melinda is an actuary and is a Fellow of the Institute of Actuaries of Australia. She has executive and non-executive director experience and is a graduate of the Australian Institute of Company Directors. She has been an active member of ASFA and the FSC over many years, including serving on ASFA’s board and the FSC superannuation board committee. Kavita was appointed Chief Technology Officer in January 2024, and is responsible for leading the group’s technology strategy to ensure a digital first approach aligned to AMP’s strategy of a simplified, customer-centric business. Experience Kavita is an accomplished technology leader with expertise in driving transformational change to deliver strategic and commercial objectives. Kavita has more than 20 years’ experience across a variety of technology roles specialising in financial services, including superannuation, investments, digital, data, cloud, lending, and corporate technology. Prior to AMP Kavita was at AustralianSuper, where she held the roles of co-acting CTO and Head of Enterprise Technology. At AustralianSuper she established and transformed technology capabilities across investments, member experience, cloud infrastructure, employee experience, data, and enterprise technology assets. Prior to this, Kavita held various senior positions over 14 years at ANZ, including leadership roles within Home and Business Lending technology. Melinda Howes BEc, FIAA, GAICD Group Executive, Superannuation and Investments Kavita Mistry BSc, MIMS Chief Technology Officer 33 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 34 Directors’ report for the year ended 31 December 2023 About the Directors’ report This directors’ report provides information on the structure and progress of our business, our 2023 financial performance and our strategies and prospects for the future. It covers AMP Limited and the entities it controlled during the year ended 31 December 2023. In addition to the information contained in this section, the following information also forms part of the directors’ report: — — Information on directors (pages 26–29) Managing key risks (pages 20–23) All figures are in Australian dollars ($) unless otherwise stated. Operating and financial review Principal activities AMP Group provides banking, superannuation, retirement and financial advice services in Australia and New Zealand. For the purposes of this report, our business is divided into five operating business units: AMP Bank, Platforms, Master Trust, Advice and New Zealand Wealth Management. AMP Bank offers residential mortgages, business financing, deposits and transactional banking services. The Bank continues to focus on growth through its digital channels, improving the experience for both customers and intermediaries. AMP Bank has helped around 191,000 customers with their banking needs and during 2023 provided over 9,000 customers with new home loans. AMP’s Platforms business is a leading provider of superannuation, retirement and investment solutions, enabling advisers and their clients to build a personalised investment portfolio on AMP’s flagship North platform. AMP’s Master Trust, SignatureSuper, is one of the largest retail Master Trusts in Australia, providing superannuation and pension solutions to individuals and through workplace super. Advice provides professional services to a network of aligned and Independent Financial Advisers (IFAs). These advisers provide financial advice and wealth solutions to their clients, including retirement planning, investments and financing. In addition to supporting this network of advisers, the Advice business partners with a number of advice practices via equity ownership to support their growth. New Zealand Wealth Management provides clients with a variety of wealth management solutions including KiwiSaver, corporate superannuation, retail investments and general insurance. It also operates a wholly owned distribution business operating under the AdviceFirst and enable.me brands. In addition to these operating business units, AMP also holds several strategic partnerships and other retained interests including: — 19.99% of China Life Pension Company (CLPC), — 14.97% of China Life AMP Asset Management Company Ltd (CLAMP), and — 23.27% in US real estate investment manager, Pacific Coast Capital Partners LLC (PCCP). Completion of Sale of AMP Capital Domestic real estate and infrastructure equity business Further to AMP’s announcement of the first stage completion of the sale and transfer of the AMP Capital real estate and domestic infrastructure equity business to Dexus Funds Management Ltd (Dexus) in March 2023, AMP confirmed final completion of the transaction occurred on 30 November 2023 and AMP received the remaining $50m of the $225m base purchase price. International infrastructure equity business On 3 February 2023, AMP announced the completion of the sale and transfer of AMP Capital’s international infrastructure equity business to DigitalBridge Group, Inc. (DigitalBridge). The total consideration received was $520m. The completion of the sale of the domestic real estate and domestic and international infrastructure equity businesses supports the delivery of AMP’s strategic objective to simplify its portfolio and focus on its core businesses in Australia and New Zealand. Settlement of Shareholder class action and Financial adviser class action Shareholder class action AMP Limited has been subject to a Shareholder Class Action since 2018 relating to alleged breaches of continuous disclosure obligations. On 21 August 2023, AMP announced that an in-principle agreement had been reached to settle the shareholder class action, without admission of liability, for a total sum of $110m (inclusive of interest and costs), of which a majority of the settlement amount would be met by available insurance proceeds. On 14 November 2023, the settlement was approved by the Supreme Court of New South Wales and an amount of approximately $74m was subsequently recovered from AMP’s insurers, resulting in a net exposure of approximately $36m for AMP. The receipt of the insurance proceeds and settlement payment to the lawyers for the plaintiffs were fully completed in January 2024. Financial adviser class action On 23 November 2023, AMP announced that an agreement had been reached to settle the class action brought on behalf of certain advice practices authorised by AMP Financial Planning Pty Limited as of 8 August 2019. The settlement is for a total sum of $100m, inclusive of costs and interest, without admission of liability, and subject to the finalisation and execution of a deed of settlement and approval by the Federal Court of Australia (the Court). The settlement covers the class action in its entirety, including for those parts of the proceeding about which there has been no judgment. Approval by the Court is expected in 1H 24. Review of operations and results The profit attributable to the shareholders of AMP Limited for the full year ended 31 December 2023 was $265m (FY22: $387m). Profit for the group and key performance metrics were as follows: Profit ($m) AMP Bank Platforms Master Trust Advice New Zealand Wealth Management Group 1 NPAT (underlying) Items reported below NPAT 2 Discontinued operations 3 NPAT (statutory) FY23 93 90 53 (47) 34 (27) 196 62 7 265 FY22 103 65 53 (68) 32 (1) 184 152 51 387 %FY (9.7) 38.5 – 30.9 6.3 n/a 6.5 (59.2) (86.3) (31.5) — FY23 NPAT (underlying) of $196m was $12m higher than FY22 (FY22: $184m). This reflects improved Platforms earnings (38.5%), improved New Zealand Wealth Management earnings (6.3%) and a reduction in losses in our Advice business (30.9%). This was partly offset by lower AMP Bank earnings (9.7%) due to previously flagged NIM compression, and lower Group earnings which were impacted by lower PCCP sponsor valuations, lower China partnership earnings and higher controllable costs arising from previously announced stranded costs of $20m from M&A transactions. — FY23 NPAT (statutory) profit of $265m (FY22: $387m) was favourably impacted by a ~$245m net gain on sale of the AMP Capital and SuperConcepts businesses, partly offset by recognition of certain one-off costs, including transformation costs, provisions for financial adviser and shareholder class actions and leasing impairments resulting from subleasing activity to reduce future property costs. Key performance metrics Earnings EPS – actual (cps) EPS – underlying (cps) RoE – underlying RoE – actual Volumes AMP Bank total loans ($m) – Platforms AUM ($m) – Master Trust AUM ($m) – New Zealand Wealth Management AUM ($m) Total AUM ($b) Controllable costs (pre-tax) and cost ratios Controllable costs – excluding discontinued operations ($m) Cost to income ratio – excluding discontinued operations FY23 FY22 9.3 6.8 5.0% 6.7% 24,441 71,060 51,865 10,853 133.8 744 69.0% 12.0 5.7 4.6% 9.7% 24,033 65,495 54,023 10,459 130.0 757 71.6% Includes Strategic partnerships, Group costs not recovered from business units, investment income and interest expense on corporate debt. 1 2 Includes net gain on sale of AMP Capital and SuperConcepts businesses, transformation cost out and other one-off costs. 3 Includes earnings attributable to sold businesses of AMP Capital and SuperConcepts. 35 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 36 Directors’ report for the year ended 31 December 2023 — Basic earnings per share on a statutory basis for the year ended 31 December 2023 was 9.3 cents (FY22: 12.0 cents). On an underlying basis, earnings per share was 6.8 cents, an increase of 19.3% on FY22, driven by the buyback of shares as part of the capital management strategy. — Underlying return on equity was 5.0% in FY23 (FY22: 4.6%). Total AUM across Platforms, Master Trust and New Zealand Wealth Management of $133.8b in FY23 increased by $3.8b (2.9%) from FY22. — Group cost-to-income ratio improved to 69.0% in FY23 from 71.6% in FY22. AMP’s controllable costs were $744m, $13m lower than FY22 which is at the lower end of the guidance previously provided to the market, with cost out initiatives continuing to negate the impacts of inflation and previously announced stranded costs of $20m. 2023 Business unit overview AMP Bank NPAT (underlying) of $93m decreased by $10m (9.7%) on FY22. Net interest income decreased 2.4% and net interest margin was down 11bps to 1.27%. AMP Bank’s return on capital in FY23 was 7.9%, down from 9.3% in FY22 driven by lower profit. During the period, AMP Bank targeted customer growth through digital and direct channels, growing to around 191,000 customers. AMP Bank provided over 9,000 customers with new home loans in FY23, and improved turnaround times to an average of 8.7 days. AMP Bank continues to maintain a conservative approach to lending - 90+ day arrears was 0.62%, and 43% of customers are ahead of their mortgage repayments by more than three months. Platforms NPAT (underlying) of $90m increased by $25m (38.5%) on FY22, predominantly driven by favourable North Guarantee valuations movements arising from higher equity markets and higher investment income, partly offset by higher controllable costs to support business growth. Net cash inflows of $1,401m (FY22: $2,532m) were impacted by cyclical factors and economic conditions. This was particularly evident in the IDPS segment with cost-of-living pressures and higher interest rates impacting flows. AUM based revenue compared to average AUM of 47bps in FY23 was lower by 1bp compared to FY22, reflecting pricing changes from simplification. The strategic focus on Independent Financial Advisers (IFAs) continues, with 31% of inflows to North now from IFAs, and with IFA inflows increasing by 33% since FY22. Average AUM of $68.1b was $1.8b higher than FY22 at $66.3b, with continued growth in managed portfolios where AUM now exceeds $13b. Master Trust NPAT (underlying) of $53m is in line with FY22, driven by lower controllable costs, partly offset by the impact on revenue following the simplification of investment options and lower average AUM. Negative net cashflows included the impact of a $4.3b mandate loss. AUM based revenue compared to average AUM of 64bps in FY23 was lower by 3bps compared to FY22, driven by investment simplification. Master Trust’s ongoing simplification initiatives are driving a lower controllable cost base (down 11% on FY22), as well as enabling competitive pricing for members. Advice The improvement of the Advice business continues, with NPAT losses (underlying) of $47m reduced by $21m (30.9%) from FY22, driven by continued focus on cost efficiency, with a $21m (15.2%) reduction in controllable costs. An 88.9% improvement in variable costs from FY22 was driven by factors including the restructuring of the equity portfolio. The quality of the AMP Advice Network remains high with 51% of practices generating over $1m of revenue. Adviser satisfaction with licensee services also improved to 81% in the period, up from 68% at FY22. New Zealand Wealth Management NPAT (underlying) of $34m in FY23 is $2m higher than FY22. Lower AUM based revenue in FY23, as a result of divesting legacy AUM revenue lines, has been offset by growth in non-AUM revenue. Net cash outflows of $160m are $34m higher than cash outflows of $126m in FY22, with net outflows in wealth management products (-$304m) being offset by improved KiwiSaver cashflows (+$144m), reflecting new member and contribution growth. During the period, the acquisition of enable.me, a financial advice and coaching business, further diversified non-AUM based revenue in New Zealand. Strategic partnerships Lower strategic partnerships earnings due to lower PCCP sponsor valuations impacted by US real estate and China partnership earnings due to regulatory changes relative to FY22. Capital, liquidity and dividend Capital and liquidity A number of operating entities within the AMP Group of companies are regulated, including AMP Bank (an authorised deposit taking institution), superannuation entities, and the Advice businesses which have AFS Licence requirements. These companies are regulated by APRA and ASIC and are required to hold minimum levels of regulatory capital and liquidity. In addition, target capital requirements to maintain sufficient capital for AMP’s appetite for material risks are applied at the business unit level and calculated that sufficient capital is reserved to ensure minimum regulatory requirements are upheld under modelled stress scenarios comprising financial, product and operational risks as prudentially required. AMP Group’s surplus capital as at 31 December 2023 was $565m (FY22: $923m) reflecting the receipt of proceeds and the release of target capital requirements from the AMP Capital divestment, profits offset by share buybacks ($338m), the FY22 final dividend ($75m), the FY23 interim dividend ($70m), the redemption of eligible hybrid capital ($250m), and increases in the minimum regulatory requirements of Bank, Platforms and Master Trust. Dividend and capital return In August 2022, AMP announced a $1.1b capital management program to return capital to shareholders. The first tranche of the capital return ($350m) was delivered through on-market share buybacks and was completed on 29 March 2023. The second tranche of the capital return ($400m) was delivered through on-market share buybacks ($255m) and final dividend for FY22 ($75m) and interim dividend for FY23 ($70m). The completion of Tranche 1 and Tranche 2 represents $750m of capital returned to shareholders. The third tranche, representing the remaining $350m, is to be delivered through a final FY23 dividend of 2.0 cps (~$55m) franked at 20%, with the remaining $295m to be returned via further dividends which may be declared by the Board, and on-market buybacks that are subject to shareholder approval, as required. Strategy and future prospects AMP’s strategy was updated in February 2024 to reflect the progress made to reposition and simplify the business. The strategy focuses on three key themes: Drive business line profitability and positive customer experience — Drive performance across AMP’s operating business units, and refine retirement solutions in Platforms and Master Trust to solidify AMP’s position in the retirement space. Address Net Interest Margin compression and return to an appropriate level of Return on Capital in AMP Bank. Efficient capital, cost and balance sheet management — Right size corporate costs, deliver on business simplification program. Maintain disciplined capital management, reduce net debt as appropriate and return surplus capital to shareholders. Create new revenue sources and lasting points of differentiation — Expand on channel opportunities, and extend retirement product innovation. Digital Business Bank to begin operating in Q1 2025 to diversify bank funding mix. Strategic priorities for 1H 24 AMP’s strategic priorities for 1H 24 align to these themes. Key focus areas include: Continuing to target reaching breakeven in Advice; refining the retirement product offer in Master Trust; continuing to deliver against controllable cost targets; progressing the digital business bank to launch in Q1 2025; investing in IFA sales and service in Platforms; and maintaining performance in New Zealand. Further detail on strategy and prospects is included in the Strategy section of this report on pages 10–11. The Environment In the normal course of its business operations, AMP is subject to a range of environmental regulations of which there have been no material breaches during the year. You can find a review of AMP’s 2023 sustainability performance in AMP’s 2023 Sustainability report at corporate.amp.com.au/about-amp/corporate-sustainability, as well as further information on AMP’s environmental policy and activities. Events occurring after the reporting date As at the date of this report and except as otherwise disclosed in this report, the directors are not aware of any other matters or circumstances that have arisen since the reporting date that have significantly affected, or may significantly affect, the group’s operations; the results of those operations; or the group’s state of affairs in future periods. 37 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 38 Directors’ report for the year ended 31 December 2023 The AMP Limited Board of Directors The directors of AMP Limited during the year ended 31 December 2023 and up to the date of this report are listed below. Directors were in office for this entire period except where stated otherwise: Company secretary details Details of each company secretary of AMP Limited as at the date of this report, including their qualifications and experience, are set out below. Current Non-executive Directors: Debra Hazelton (Chair) Kathleen Bailey-Lord (appointed as a director on 1 January 2024) Andrew Best Rahoul Chowdry Mike Hirst Anna Leibel (appointed as a director on 1 January 2024) Michael Sammells Andrea Slattery Executive Director: Alexis George (Chief Executive Officer and Managing Director) Former Non-executive Director: Kate McKenzie (resigned as a director on 31 December 2023) Attendance at board and committee meetings The AMP Limited Board met 20 times during the year ended 31 December 2023. The Chair and directors also attended other meetings, including board committee meetings, special purpose committees, strategy sessions and advisory and working groups. The Chair and directors also frequently attended meetings of committees, special purpose committees, and advisory and working groups of which they were not a member during the year. The table below shows details of attendance by directors of AMP Limited at meetings of boards, committees and advisory groups of which they were members during the year ended 31 December 2023. Any voluntary attendances by directors in their capacity as observers are not included in the table below: AMP Limited Board Meetings1 Audit Committee Risk Committee Nomination Committee Remuneration Committee AMP Ltd ESG & Sustainability Advisory Group 2 AMP Ltd Technology Transformation Advisory Group 3 Additional Committees 4 A 20 20 20 20 20 20 20 20 B 20 18 20 20 20 20 19 20 A – – 5 – 5 5 – – B – – 5 – 5 4 – – A – 7 7 7 – 7 – – B – 7 7 7 – 7 – – A 5 5 5 5 5 5 5 – B 5 4 5 5 5 4 4 – A 6 2 – 6 6 – 1 – B 6 2 – 6 6 – 1 – A 4 – – – 4 4 – – B 4 – – – 4 4 – – A – 2 – 2 – – 2 – B – 2 – 2 – – 2 – B 6 – 2 4 4 – – – Board/committee Held/attended Debra Hazelton Andrew Best5 Rahoul Chowdry Mike Hirst Michael Sammells Andrea Slattery Kate McKenzie6 Alexis George Column A – indicates the number of meetings held while the director was a member of the board/committee. Directors may, and frequently do, attend meetings as observers if they are not a member of the committee. Column B – indicates the number of those meetings attended. 1 Where board and committee meetings of AMP Limited and AMP Bank Limited were held concurrently, only one meeting has been recorded. 2 AMP Ltd ESG & Sustainability Advisory Group established 1 October 2022 and ceased 31 August 2023. 3 AMP Ltd Technology Transformation Advisory Group established 1 October 2022 and ceased 30 June 2023. 4 Additional committees were convened during the year on matters including board succession and renewal matters and financial results. 5 Andrew Best was a member of the Remuneration Committee effective 1 September 2023. 6 Kate McKenzie was a member of the Remuneration Committee effective 1 July 2023–31 August 2023, and retired as a Non-executive director of AMP Limited effective 31 December 2023. David Cullen, Group General Counsel BCom, LLB, LLM David was appointed as the Company Secretary for AMP Limited on 4 March 2022. David joined AMP in September 2004 and was appointed Group General Counsel in May 2018. David has group-wide responsibility for AMP’s legal and governance functions. Prior to his appointment as Group General Counsel, David was the Group Company Secretary and General Counsel, Governance at AMP, which included acting as Company Secretary for AMP Limited. Kate Gordon, Head of Corporate Governance BA (Juris), LLB, LLM Kate was appointed as the Company Secretary for AMP Limited on 4 March 2022 and is also secretary of several other AMP group companies. Kate joined AMP as Senior Company Secretary & Senior Legal Counsel in June 2020. Kate has significant experience in the legal profession with expertise in corporate governance, mergers & acquisitions, corporate and commercial law. Before joining AMP, Kate worked at Henry Davis York (now Norton Rose Fulbright) and HWL Ebsworth Lawyers. Indemnification and insurance of directors and officers Under its constitution, the company indemnifies, to the extent permitted by law, all current and former officers of the company (including the non-executive directors) against any liability (including the costs and expenses of defending actions for an actual or alleged liability) incurred in their capacity as an officer of the company. This indemnity is not extended to current or former employees of the AMP group against liability incurred in their capacity as an employee, unless approved by the AMP Limited Board. During, and since the end of, the financial year ended 31 December 2023, the company maintained, and paid premiums for, directors’ and officers’ and company reimbursement insurance for the benefit of all of the officers of the AMP group (including each director, secretary and senior manager of the company) against certain liabilities as permitted by the Corporations Act 2001. The insurance policy prohibits disclosure of the nature of the liabilities covered, the amount of the premium payable and the limit of liability. In addition, the company and each of the current and former directors, and a subsidiary of the company and each of the company secretaries, are parties to deeds of indemnity, insurance and access. Those deeds provide that: — these officers will have access to board papers and specified records of the company (and of certain other companies) for their period of – office and for at least 10 (or, in some cases, seven) years after they cease to hold office (subject to certain conditions); — the company indemnifies the directors, and a subsidiary of the company indemnifies the secretaries, to the extent permitted by law, and to the extent and for the amount that the relevant officer is not otherwise entitled to be, and is not actually, indemnified by another person; — the indemnity covers liabilities (including legal costs) incurred by the relevant officer in their capacity as a current or former director or secretary of the company, or as a director or secretary of any AMP group company or an AMP representative in relation to an external company; and — the company will maintain directors’ and officers’ insurance cover for the directors, to the extent permitted by law, for the period of their office and for at least 10 years after they cease to hold office. Indemnification and insurance of auditors To the extent permitted by law, the company has agreed to indemnify its auditor, Ernst & Young, as part of the terms of its audit engagement agreement, against claims by third parties arising out of or relating to the audit or the audit engagement agreement, other than where the claim is determined to have resulted from any negligent, wrongful or wilful act or omission by or of Ernst & Young. No payment has been made to indemnify Ernst & Young during or since the financial year ended 31 December 2023. Remuneration disclosures The remuneration arrangements for AMP directors and senior executives are outlined in the remuneration report which forms part of the directors’ report for the year ended 31 December 2023. Directors’ and senior executives’ interests in AMP Limited shares, performance rights and options are also set out in the remuneration report on the following pages. 39 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 40 Remuneration report I would like to thank our CEO Alexis, as well as the executive team and all AMP employees. Their dedication and hard work during the year has continued to drive AMP forward in its strategy. Dear fellow shareholder Thank you for taking the time to read AMP’s Remuneration Report for 2023. Overview of 2023 As Debra and Alexis have outlined earlier in this annual report, 2023 was a year of progress for AMP against our strategy to reposition and simplify the business. We completed the sale of AMP Capital, as well as other non‑core businesses including SuperConcepts, and resolved several material legacy matters that enable us to focus on the future of the business. We made further progress on our strategy to create a simpler, more focused wealth management and banking business across Australia and New Zealand, and the focus has now turned to right‑sizing AMP’s operations for the shape of the business going forward. AMP’s approach to remuneration The Board seeks to achieve a balance between remuneration outcomes and shareholder experience. In doing so, we consider how to attract and incentivise the right executive talent to deliver on AMP’s strategy, as well as recognising the importance of aligning management’s interests to those of our shareholders. This means recognising and rewarding the achievements and the progress that has been made during the period, while overlaying the experience of our shareholders and ensuring that the outcomes for executives appropriately reflect that. Listening and responding to feedback on the 2022 Remuneration Report Following the 2023 AGM, where AMP received a ‘first strike’ against the adoption of its 2022 Remuneration Report, the board sought further feedback from shareholders, their representatives and proxy advisors on the matter of remuneration. Following this, we have carefully considered the feedback received and where appropriate, taken action to address some of their key concerns. Remuneration report Contents 1 First strike 2 Remuneration snapshot 3 4 5 6 Remuneration strategy and framework Performance and reward outcomes Remuneration governance Non-executive director fees and shareholding requirements 7 Statutory tables 8 Looking forward to 2024 42 46 50 56 64 67 69 76 — In particular, we know that the balance of financial and non‑financial metrics in AMP’s 2023 performance scorecard is an area of focus for our shareholders, proxy advisors and other stakeholders. During the year, the board made changes to reflect this feedback, increasing the weighting of financial metrics to 60% (from 40%) by assessing strategic objectives through quantifiable financial metrics. This further strengthens management’s alignment with shareholders’ interests, while maintaining a material weighting to non‑financial metrics, in line with the requirements of APRA’s prudential standard CPS 511. — Furthermore, we recognise that the use of upward discretion in 2022 was an area of concern for some stakeholders. The use of upward and downward discretion by the Board in recent years has always sought to ensure that management is appropriately rewarded to reflect what has been achieved in that period. For example, the Board exercised judgment and reduced the 2023 statutory net profit after tax (NPAT) outcome on the Scorecard, taking into account the overall quality of AMP’s financial performance. We will continue to seek to align remuneration outcomes with performance outcomes, including financial results, considering shareholder experience and expectations. — We understand the importance of transparency related to the alignment between pay and performance, and the board has committed to retrospectively disclose short term incentive (STI) targets, together with the outcomes delivered in the performance year. You can read more about this in section 4.2 of this report. — Some stakeholders raised concern with the weighting and inclusion of RepTrak as a measure within our Long Term Incentive (LTI) plan. Building trust and driving a strong reputation with AMP’s stakeholders is clearly fundamental to our success as an organisation. AMP’s RepTrak score has been part of our incentive scorecard for the past three years, and is measured on an absolute basis. In order to meet the requirements of CPS 511, we have now also included RepTrak as a measure for LTI purposes, on a relative basis against a chosen comparator group. The board considers that as these measures are calculated on a different basis, it is appropriate that management is focused on both the short‑term absolute performance, as well as the long‑term relative performance of AMP’s reputation. There is further detail on the way this is measured in section 1.2 of this report. — To reflect the changed portfolio and scale of the business, and in response to stakeholder feedback on CEO and Non‑executive director (NED) remuneration quantum, during the year we updated our remuneration benchmark group to reflect the relative size and complexity of our reshaped portfolio. Board fees were also reviewed in 2023 against this group of companies and overall NED fees have reduced by more than 43% from 2019 to 2023. For 2024, we do not anticipate any increases to NED fees, nor any increases to Executive KMP fixed remuneration levels (unless there is a change in the scope of role). You can read more about AMP’s response to the feedback we received, and specific actions taken to address this, in section 1.2 of this report. The Board values an open and constructive dialogue about AMP’s remuneration framework and approach with our stakeholders. We appreciate and welcome your feedback. 2023 STI outcomes The board carefully assessed the 2023 scorecard result, as well as considering the economic and operating environment, and shareholder experience during the performance year. As a result, the board has determined the incentive pool funding of 75%. For the CEO and other Executive Key Management Personnel (KMP), this has resulted in an average STI outcome of 73.5% of target, or 36.7% of the maximum opportunity. In determining this outcome, the Board believes it has balanced the shareholder experience with rewarding, retaining and incentivising those executives key to the long‑term successful execution of AMP’s strategy. An overview of the STI performance objectives and assessment is in section 4.2. LTI plan outcomes During 2023, several LTI plans were performance tested. As announced at our 2023 AGM, the board determined that the 2019 Transformation Incentive Award that was performance tested in February 2023, was below the minimum threshold for any vesting and therefore the performance rights granted under this plan were lapsed. Furthermore, both the 2021 LTI plan and two tranches under the CEO’s sign‑on award granted in August 2021, were performance tested and did not satisfy the shareholder return measures. As a result, the performance rights granted under these plans lapsed. Further details on the performance testing and outcomes for these awards can be found in section 4.4. Key Management Personnel Having made significant change to AMP and simplified the portfolio since the appointment of Alexis George as CEO, during 2023 we further streamlined the organisational structure to remove one of the Key Management Personnel (KMP) roles on our Executive Committee, the Chief Executive – Australian Wealth Management. This has resulted in more of our core business leaders reporting directly to the CEO, and fewer KMP, which is more appropriate for the size of the business. I would like to thank our CEO Alexis, as well as the executive team and all AMP employees. Their dedication and hard work during the year has continued to drive AMP forward in its strategy. There remains much to do, and we recognise the hard work that it has taken to get to this point. Michael Sammells Chair, Remuneration Committee 41 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 42 Remuneration report This report details the remuneration framework and outcomes for Key Management Personnel (KMP) of AMP Limited for the year ended 31 December 2023. It has been prepared and audited in accordance with the disclosure requirements of the Corporations Act 2001. 1 Section First strike 1.1 Response to 2023 no vote At AMP’s 2023 Annual General Meeting (AGM), 49.10% of votes cast were against the adoption of the 2022 Remuneration Report, constituting a ‘first strike’ under the Corporations Act. Following this outcome, the board has further considered AMP’s executive remuneration framework and engaged with shareholders, proxy advisers and other stakeholders to understand their concerns. The board has listened and taken all comments into consideration in an effort to achieve a balance between remuneration outcomes and shareholder experience, while at the same time considering how to attract and incentivise the right executive talent to deliver on AMP’s transformation strategy. 1.2 Specific feedback received and AMP’s response 1.2 Specific feedback received and AMP’s response continued Areas of concern from stakeholders AMP’s response Fixed remuneration (FR) and maximum quantum of remuneration of Executive KMP, in particular the CEO, to be aligned to the size of the company When Alexis George was appointed as CEO (August 2021), her remuneration package was set taking into account a number of factors that were relevant and appropriate at the time, including AMP’s market capitalisation. Since her appointment, the CEO has not received an increase in FR, nor has her variable remuneration opportunity changed. There is no intention to increase the CEO and other Executive KMP’s remuneration levels for 2024. A number of qualitative and quantitative factors are considered in setting remuneration levels for the non-executive directors, executives and other employees. AMP’s approach is to ensure that total remuneration, regardless of an employee’s level in the company, remains market competitive, in order to attract and retain high-performing talent to deliver AMP’s strategy. During the year AMP reassessed and changed its remuneration benchmark group to better reflect the relative size and complexity of the smaller business. In determining appropriate remuneration levels in addition to the external benchmarking, judgements are required that take into account not only size and market capitalisation, but also ensures comparison to those companies that operate within the same industry, are subject to the same regulations and scrutiny, and have similar levels of complexity. We recognise that we have become a smaller organisation and, in those instances, where roles were historically positioned at higher levels relative to our positioning today, we aim to align them to the median of the benchmark group over time. The following table summarises key feedback received from some shareholders and proxy advisors in the lead up to and at AMP’s 2023 AGM, and AMP’s response to their key concerns. Level of non-executive director fees Board fees were also reviewed in 2023 against the revised remuneration benchmark peer group and are comparable to the market. Overall NED fees have reduced by more than 43% in total from 2019 to 2023. Please refer to section 6.1 for a more detailed explanation. Areas of concern from stakeholders AMP’s response Pay for Performance Alignment of remuneration outcomes with financial results Use of upward discretion in 2022 The board acknowledges the feedback from the market with regards to positive discretion particularly in light of the share price decline post results release. The board remains committed to being transparent in its efforts to align remuneration outcomes with performance outcomes, and the consideration of shareholder experiences and expectations. The 2022 STI outcomes for the CEO and other Executive Committee (ExCo) members were allocated based on performance against the 2022 scorecard in addition to other performance factors that occurred during the year, that were not envisaged at the start of 2022, including a pivot from listing AMP Capital to divesting the business through a series of trade sales. The board exercised upward discretion of 15% which was withheld until regulatory approval was received for the commencement of the second tranche of capital return, aligning management and shareholder interests. The board deemed that upward discretion was warranted due to the value creation and strategic delivery during the year related to the AMP Capital sales with management essentially having completed all work within their control by year end. The board exercises discretion to ensure that management is rewarded appropriately and there is appropriate variability in pay-for-performance outcomes. For example, in 2021, the board exercised downward discretion with respect to Executive KMP STI outcomes, recognising shareholder experience and the impacts of organisational instability during the first half of 2021. The board determines the AMP incentive pool based on a holistic assessment of company performance and relies on clearly defined principles in exercising its discretion. This includes taking into consideration various factors, including the overall company performance, risk, reputation and shareholder experience, from both an outcome and stakeholder expectation perspective. For further information, refer to the STI adjustment principles in section 3.2 and the overall remuneration adjustment guidelines in section 5.2. STI Framework Balance between financial and non-financial metrics and choice of strategic measures included in the 2023 Scorecard During the year, the board made changes to the 2023 scorecard to reflect this stakeholder feedback, increasing the weighting of financials to 60% (from 40%) and replacing those non-financial strategic metrics with quantifiable financial metrics. Former 40% Financial — Statutory Net Profit After Tax — Underlying Net Profit After Tax 20% Strategic — Bank strategic objectives tracking to plan — Wealth Management strategic objectives tracking to plan — Tracking to approved business benefits case, including mission timeline Current 60% Financial — Statutory Net Profit After Tax — Underlying Net Profit After Tax — Bank Return on Capital (ROC) — Platforms Net Cash Flow — Total Controllable Costs The change strengthens management’s alignment with shareholders’ interests, whilst maintaining a material weighting to non-financial metrics per the requirements of CPS 511. The weighting of non-financial metrics across total variable reward for the CEO and other ExCo members remains material at 35% in aggregate. Disclosure of alignment between pay and performance, including disclosure of retrospective STI targets The board has committed to retrospectively disclosing the STI targets together with the outcomes delivered in the performance year. Refer to section 4.2 of this report. The changes made to the 2023 Scorecard (outlined above) were also disclosed to the market as part of the 2023 Half Year Results Directors’ Report. 43 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 44 Remuneration report 1.2 Specific feedback received and AMP’s response continued 1.2 Specific feedback received and AMP’s response continued Areas of concern from stakeholders AMP’s response Shareholder alignment NED ownership levels are lagging against the Minimum Share Ownership requirements Between 2019 and 2022, opportunities for NEDs to acquire shares during the trading windows in accordance with AMP’s Trading Policy were limited due to ongoing transactions, including the sale of AMP Life, portfolio review and sales of AMP Capital businesses. Furthermore, AMP’s Trading Policy has historically prescribed trading windows following the release of half year and yearly financial results and the Annual General Meeting, meaning NEDs and other designated employees had limited opportunities throughout the year to trade in AMP securities. During 2023, the trading policy was amended to move from trading windows to black-out periods. This change not only aligns with the market practice observed amongst our financial services peers, but also creates more opportunities for NEDs and other designated employees to acquire AMP securities during appropriate periods. Details of the NED and Executive KMP minimum shareholding requirements can be found in sections 3.2 and 6.2, respectively. Areas of concern from stakeholders LTI Framework Use of three-year performance period as opposed to four AMP’s response In reviewing the executive remuneration framework, the board considered the performance period of the LTI. A three-year performance period was adopted due to the following reasons: — With three long term performance metrics in the LTI plan, (Relative Total Shareholder Return (RTSR), and the two new metrics of Reputation (based on RepTrak performance) and adjusted Earnings Per Share (EPS) Growth), a consistent performance period across all three metrics is preferred. Setting targets and strategy for a period of greater than three years is challenging given the company transition, market and external environment. — Whilst the majority of ASX100 Financial Services companies have moved to a performance period of four years, the majority of these companies are within the ASX50 and much larger in size compared to AMP. There is more prevalence of three-year performance periods among companies below the ASX100, such as AMP. Furthermore, at the time changes to the 2023 LTI design were being contemplated, the revised framework met and continues to meet the voting guidelines of proxy advisors, in particular, that LTI performance periods should be at least three years. — The LTI plan has a three-year performance period plus additional restriction periods of up to three years in the case of the CEO (and an additional two years for the other ExCo members), ensuring management interests are aligned with shareholders’ interests over the initial three-year performance period and also over the remaining deferral period, which is up to a six- year period in total for each grant. Appropriate weighting of financial and non-financial metrics The board included RepTrak as an LTI measure to align to the requirements of CPS511, which requires material weight to be provided to non-financial measures. The externally managed RepTrak measure has been given a 30% weighting, ensuring an appropriate balance between the requirements of CPS 511 and a continuing focus on financial performance. Inclusion of RepTrak as an LTI metric Including RepTrak in both the Scorecard and LTI design, is rewarding management twice for the same work Building trust with stakeholders and continuing to improve AMP’s reputation with customers and the wider community remains paramount as a key enabler in how we create value. After considering various non-financial metrics, the board selected reputation as a measure for the LTI, as it is key to successful delivery of AMP’s transformation strategy. The score measures corporate reputation across a broad range of areas, including scores for products and services, corporate citizenship, conduct, workplace, leadership, performance and innovation. The reputation metric uses data provided by RepTrak, an independent provider, making the measure comparable to benchmarks and the market over time. Furthermore, over the last twelve months, the use of a RepTrak score as a non-financial metric in assessing company performance is becoming more prevalent, particularly in the financial services industry following the introduction of the CPS 511 requirement to have a material weighting to non-financial metrics. RepTrak has been part of AMP’s Scorecard for the past three years and is measured on an absolute basis. The board determined to include RepTrak in both STI and LTI measures as they are calculated on a different basis. RepTrak for STI purposes (which accounts for 7.5% of the scorecard) is measured annually based on our score, ensuring that management is focused on continual improvement each year and progressively contributing to the overall long-term recovery of our Reputation. Whereas, for LTI purposes, RepTrak is measured on a relative basis and tracks the long-term performance in our RepTrak score relative to the chosen comparator group (refer to section 3.2), ensuring that management’s performance is measured on a basis that removes the impacts and/or influences of the market (i.e., removing the likelihood of a scenario where favourable market factors benefit all market participants). Including RepTrak in both the STI and LTI ensures that management are focused on both the short term absolute performance and long term relative performance. 45 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 46 Remuneration report 2 Section Remuneration snapshot 2.1 Key management personnel Name Position Executive KMP Alexis George Sean O’Malley Chief Executive Officer Group Executive, AMP Bank Nicola Rimmer-Hollyman Chief Risk Officer James Georgeson Chief Financial Officer Peter Fredricson Chief Financial Officer Term as KMP Full year Full year Full Year Until 6 January 2023 9 January 2023 to 29 May 2023 From 3 July 2023 Blair Vernon Scott Hartley Chief Financial Officer Chief Executive Officer, Australian Wealth Management Until 28 July 2023 Non-executive directors Debra Hazelton Chair Andrew Best Non-Executive Director Rahoul Chowdry Non-Executive Director Michael Hirst Non-Executive Director Kathryn McKenzie Non-Executive Director Michael Sammells Non-Executive Director Andrea Slattery Non-Executive Director Full year Full year Full year Full year Full year Full year Full year In 2023, AMP announced changes to the organisation’s structure and consequently, AMP’s executive leadership team. The changes are summarised below. — Chief Financial Officer: In November 2022, AMP appointed Peter Fredricson as CFO, replacing James Georgeson. In May 2023, AMP announced Mr Fredricson’s retirement and further simplification and streamlining of the business. The role of CFO and Group Executive Transformation were consolidated, and Blair Vernon was appointed to this expanded role effective 3 July 2023. — Chief Executive Officer, Australian Wealth Management (AWM): In line with simplifying the organisation, the role of CEO AWM was removed as part of the transition to AMP’s new operating model and a flatter organisational structure. Mr Hartley remained CEO AWM until 28 July 2023. As a result, the respective leadership roles of the Platforms, Advice and Superannuation and Investment businesses were elevated to report directly to the CEO and form part of Executive Committee. Edwina Maloney and Matt Lawler continue to manage the Platforms and Advice business units, respectively, and Melinda Howes was appointed as the Group Executive for the Superannuation and Investments business unit and commenced in the role on 29 January 2024. These new roles were deemed to not meet the definition of KMP. → Further information regarding these announcements can be found on AMP’s Shareholder Centre 47 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 2.2 Remuneration principles The goal of AMP’s remuneration strategy is to align performance, prudent risk management and reward outcomes. It is designed to support the attraction, retention and reward of high-performing talent required to deliver strong customer outcomes, sustained returns to shareholders and foster an environment where AMP’s employees can thrive. At the beginning of each year the board sets the scorecard for the performance period to support the achievement of the business strategy. The scorecard consists of five key strategic priorities as outlined below and the board determines the appropriate objectives, metrics and targets. Outcomes awarded under AMP’s remuneration framework reflect both what the strategy seeks to deliver and how it is delivered, as the performance assessment explicitly considers not only the financial and strategic priorities delivered but also relies on the visible demonstration of AMP’s desired culture, purpose and values, and conduct expectations. Risk is considered in all elements of the remuneration framework and the decision making process with respect to remuneration outcomes, as detailed in section 5. The remuneration principles provide AMP with the flexibility to address the challenges in attracting and retaining talent, remaining competitive and differentiating for performance. Our Remuneration principles Market competitive to attract the right people Reflect AMP’s purpose and values Differentiate for performance and adjust for risk Linked to strategy and sustainable value creation Balance interests of customers, people and shareholders 1. Purpose 5. Key result areas 6. Deliver & track 7. Performance assessment 8. Reward Short term incentive short term incentive 2. 3. Strategy Business unit strategy Bank Platforms Advice Master Trust New Zealand Financials Strategy Customer People Risk Enabling functions 4. Shareholder experience Relative TSR Relative reputation score Absolute EPS Plan – Set AMP Scorecard for the year ahead Track – Track progress quarterly What – AMP scorecard and other outcomes – Individual Performance Assessment Report – Report progress to board quarterly – Review and overlay qualitative risk assessment quarterly Long term incentive Plan – Set LTI targets at the start of the three year performance period How – Values and behaviours – Risk management What – TSR performance against ASX200 Financials ex A-REITS – RepTrak performance against 15 organisations from RepTrak’s benchmark 60 index – Adjusted EPS between 4% and 8% D e m o n s t r a t e d e s i r e d c o n d u c t a n d r i s k b e h a v o u r s a n d o u t c o m e s i The board determines the AMP incentive pool based on a holistic assessment of company performance. Individual outcomes based on AMP incentive pool, business unit performance and individual performance assessment, are recommended by the: – CEO for each Executive Committee member – the Chair of the AMP Board for the CEO The board determines the outcomes for each LTI performance measure and determines the number of performance rights that vest into restricted shares for up to two to three years. 48 Remuneration report 2.3 2023 remuneration outcomes summary 2.3 2023 remuneration outcomes summary continued Scorecard result CAGR TSR Performance period Peer group Outcome 2019 Transformation Incentive Plan 75% Total Pool 75% 1 Aug 2019 ↓ S&P/ASX 100 Financials -6.4% 15 Feb 2023 Ex A-REITS CAGR TSR → Refer to section 4.4 for further information LTI result (% vested) 0% 2023 STI outcomes Financial Finance & Strategy Weighting % Achieved Weighted outcome 60% 53% 31.8% Non‑financial Customer People Risk 15% 117% 17.6% 15% 104% 15.6% 10% 100% 10.0% → Refer to section 4.2 for further information 2023 LTI Plan outcome RTSR Performance period Peer group Ranking 1 Jan 2021 ↓ S&P/ASX 100 Financials 31 Dec 2023 Ex A-REITS 7TH Percentile LTI result (% vested) 0% → Refer to section 4.4 for further information 2.4 Actual remuneration realised in 2023 Under AMP’s 2023 remuneration framework, executives are eligible to receive a mix of fixed remuneration, STI (delivered 60% in cash and 40% deferred in share rights, see section 3.1) and LTI (delivered 100% in performance rights). The table below sets out the actual remuneration received during 2023 for those executives who were deemed KMP as at 31 December 2023 and the market value of any equity vested during 2023 that was awarded in prior years (either as deferred STI and/or LTI). This information differs from the statutory remuneration table which presents remuneration in accordance with Australian Accounting Standards. Statutory disclosures are included in section 7.1. Executive KMP Alexis George Sean O'Malley Nicola Rimmer- Hollyman Blair Vernon 7 Fixed 1 remuneration $'000 2023 Cash STI paid 2 $'000 1,715 1,715 637 600 600 517 462 – 772 655 272 204 192 151 218 – Other cash awards paid 3 $'000 257 – 90 – 57 – – – Year 2023 2022 2023 2022 2023 2022 2023 2022 STI & other equity awards vested 4 $'000 LTI equity awards vested 5 $'000 Total remuneration received $'000 Benefits 6 $'000 239 420 115 48 – – – – – – – – – – – – 1 2 – 4 2 – 51 – 2,984 2,792 1,114 856 851 668 731 – 1 Fixed remuneration (FR) includes superannuation and salary sacrificed benefits and reflects the time in role during 2023. 2 Cash STI paid during the relevant year is based on outcomes related to the applicable year’s performance and reflected for the relevant reporting period. Cash STI represents the 60% portion of the total STI awarded to be paid as cash in March 2024, with the remaining 40% of the STI award will be deferred in share rights in April 2024. 3 As outlined in our 2022 Remuneration Report, the board withheld a portion of the 2022 cash STI, which was only to be released upon the commencement of the second tranche of the capital return. The second tranche of capital return commenced from April 2023, therefore this withheld amount was paid on April 2023 and is included in this column. 4 The value of vested equity awards is calculated based on the units which vested multiplied by the five-day volume weighted average price (VWAP) up to and including the vesting date of each award. The amounts disclosed includes the portion of Alexis George’s sign-on awards that vested during 2023 and 2022 and tranche 1 of the 2021 Deferred STI. 5 No LTI equity awards vested during 2023 or 2022. 6 Other benefits may include non-monetary benefits and any related FBT exempt and FBT payable benefits, excluding salary sacrificed benefits. For Blair Vernon, the amount also includes a one-off relocation allowance and the provision of taxation advice and services as part of his relocation package in moving from New Zealand to Australia. 7 For Blair Vernon, the amounts disclosed reflects remuneration paid in line with his KMP period. Refer to Section 2.1 for further information. 49 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 50 Remuneration report 3 Section Remuneration strategy and framework 3.1 Remuneration framework and mix The following diagrams illustrate the remuneration framework that applied in 2023 to AMP’s ExCo, which includes the Executive KMP. It is underpinned by the remuneration governance, risk management and consequence management frameworks and is subject to AMP Board discretion. Through variable remuneration and deferrals, emphasis is placed on reward, balancing the retention and motivation of executives, whilst aligning to shareholder experience, long-term sustainable value creation and compliance with regulatory frameworks. By deferring variable reward, executives are aligned to shareholders’ interests and held accountable (individually or collectively) over the long term as the board has the ability, if appropriate, to adjust past, present and future remuneration downwards through clawback and malus (refer to sections 5.2 and 5.3 for further information). AMP’s remuneration framework Short Term Incentive 3.1 Remuneration framework and mix continued Remuneration mix The remuneration mix for the CEO and other ExCo members (excluding the CRO) at maximum opportunity delivers 75% of total remuneration as variable reward, and therefore represents ‘at risk’ remuneration. The CRO’s remuneration mix is different to the other ExCo members in order to maintain the independence of the role and safeguard against any conflicts of interest in carrying out the risk control function across the organisation. CEO and other Executive Committee members Chief Risk Officer Fixed Remuneration STI Cash 25% 30% STI Deferred Share Rights 20% LTI Performance Rights 25% Fixed Remuneration STI Cash 32% 27% STI Deferred Share Rights 18% LTI Performance Rights 23% 3.2 Remuneration framework details Opportunity Performance and vesting periods Fixed remuneration and contracts CEO & Executive KMP YR1 YR2 YR3 YR4 YR5 YR6 Fixed Remuneration STI Cash – 60% STI deferral – 40% Target: 100% of FR Max: 200% of Target (or 200% of FR) 1 1/3 1/3 1/3 Performance Period – 1 year Restriction Period Long Term Incentive CEO YR1 YR2 YR3 YR4 YR5 YR6 Opportunity Performance and vesting periods LTI – RTSR Market hurdle 35% LTI – EPS Other financial 35% LTI – Reputation Non-financial 30% Executive KMP LTI – RTSR Market hurdle 35% LTI – EPS Other financial 35% LTI – Reputation Non-financial 30% Up to 100% of FR in performance rights 2 Up to 100% of FR in performance rights 1,2 Performance Period – 3 years s t s e t e c n a m r o f r e P s t s e t e c n a m r o f r e P 1/3 1/3 1/3 1/3 1/3 1/3 1/3 1/3 1/3 Restriction Period 1/2 1/2 1/2 1/2 1/2 1/2 1 The Chief Risk Officer’s (CRO) STI target is 70% of FR (maximum is 200% of target or 140% of FR) and LTI maximum opportunity is up to 70% of FR. 2 The LTI is allocated using a face value methodology. Performance Period – 3 years Restriction Period Purpose Fixed remuneration is determined with reference to the size of the role, the executive’s skill and experience and benchmarking practices as described below, to ensure that remuneration levels are market competitive to attract and retain talent. Market positioning and remuneration benchmarking group The Remuneration Committee utilises market data as part of the review process. Remuneration levels are compared to a benchmarking group comprising a subset of the companies from the ASX200 Financials (ex A-REITS), adjusted on a periodic basis to reflect appropriate size, market capitalisation and other qualitative factors. Adjustments to the benchmarking group include removing the big five banks, foreign organisations listed on the ASX and organisations that do not directly compete in the same industry/sector as AMP (e.g., insurance companies). In setting remuneration levels, we take into account both internal and external relativities based on our positioning within the benchmarking group. However, we recognise that we have become a smaller organisation and, in those instances, where roles were historically positioned at higher levels relative to our positioning today, we aim to align them to the median of the benchmark group over time. Fixed remuneration increases The board reviews the CEO and other ExCo members’ fixed remuneration annually. As disclosed in the 2022 Remuneration Report, there were no fixed remuneration increases in 2023 other than the fixed remuneration increase awarded for the Group Executive AMP Bank, Sean O’Malley, whose remuneration increased by 8.3%, effective 1 April 2023. This change was to reflect fixed remuneration levels of similar roles in other ASX financial services entities and an acknowledgement of his contribution and performance in the role. For 2024, there are no planned fixed remuneration increases for the CEO or other ExCo members, unless there is a change in scope of role. Contract terms Contract terms CEO Length of contract Open-ended Executive KMP Open-ended Notice period Six months by AMP or by Alexis George Six months by AMP or the executive Entitlements on termination — Accrued fixed pay, superannuation and other statutory requirements. — Executives eligible for incentives may be awarded on a pro rata basis for the current period in the case of death, disablement, redundancy, retirement or notice without cause, subject to the original performance periods and hurdle. — In the event of redundancy, the AMP Redundancy, Redeployment and Retrenchment Policy in place at the time will be applied. This is the same policy that applies to all employees at AMP. — With respect to equity based awards already granted: • Unvested rights will lapse if an executive resigns or is summarily dismissed before the vesting date. Should an executive cease employment for any other reason, any unvested rights will be retained and vest in the ordinary course subject to the original terms and performance conditions, if applicable. • Vested rights will be retained but are subject to clawback, for example, in the case of serious misconduct. Restrictions on termination benefits AMP will not make payments on termination that require shareholder approval or breach the Corporations Act. Post-employment restraint Six-month restraint on entering employment with a competitor and 12-month restraint on solicitation of AMP clients and employees. 51 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 52 Remuneration report 3.2 Remuneration framework details continued 3.2 Remuneration framework details continued 2023 Short-term incentive Overview STI is the variable remuneration at-risk component designed to motivate and reward for performance during the year. STI opportunity Target STI opportunity is 100% of fixed remuneration (FR) for the CEO and Executive KMP (70% of FR for the CRO). Maximum STI opportunity is 2x target (including the CRO). Award determination STI opportunity STI outcome FR $ x Target STI opportunity % = Target STI opportunity $ x STI pool outcome → Adjusted for individual performance and behaviours → Risk overview = Individual STI outcome STI outcomes are determined with reference to the holistic performance of AMP and the AMP incentive pool, and Executive KMP individual performance and behaviours. The AMP incentive pool is determined by the board based on: — A scorecard comprising financials, strategic, customer and people priorities and objectives that supports AMP’s risk management framework. — Other outcomes including shareholder value creation. — Behaviour in line with AMP’s purpose and values, conduct and risk appetite. The board considers both the achievement of the risk metrics as well as a risk overview when determining the incentive pool. Individual performance For Executive KMP, performance is assessed based on AMP and their business unit scorecards. This ensures an executive’s performance is aligned to both company and their individual business unit performance. Their individual performance, conduct and how they demonstrate the values is also considered when determining the individual STI outcome. Delivery 60% of the STI award is delivered as cash and 40% is deferred into equity. Deferred STI is delivered as conditional share rights that represents the right to receive a fully-paid ordinary AMP share (or a cash equivalent payment) for nil consideration subject to continued employment at the time of vesting, aligning executives directly to the shareholder experience. Vesting period Performance period Restriction period YR1 YR2 YR3 YR4 YR5 Share rights 1/3 1/3 1/3 STI adjustment principles The board may, in its absolute discretion, adjust targets and/or outcomes upwards or downwards, to ensure management has been rewarded appropriately. For example, where an event occurs that means the targets of the relevant scorecard objective are no longer appropriate. Situations where this discretion to adjust can be applied include: — Factors not known or relevant at the beginning of the performance period which have a material impact on performance, such as • Material change to the strategic business plan. • Material regulatory or legislative change. • Material changes in external market or natural disasters. • Significant out of plan business development such as acquisitions and divestments. — Material risk or conduct events that have impacted on shareholder experience, the reputation of the company or led to disciplinary action from our regulators (refer to section 5). Where these events result in a materially different outcome to forecasts, adjustments should reflect the holistic contribution of employees/Executive KMP and exclude significant costs or gains that were unforeseen, were not in the ordinary course of business or were not the direct result of Executive KMP efforts. Forfeiture (malus) The board has the ability to adjust and lapse unvested equity (including downwards to zero) in a range of circumstances, such as protecting financial soundness or responding to unexpected or unintended consequences that were unforeseen (such as material risk management breaches, unexpected financial losses, reputational damage or regulatory non-compliance). Refer to section 5.3 for further information on how the board considers adjusting remuneration for material risk and conduct events. 2023 Long-term incentive Overview LTI awards granted during 2023 by the board in the form of performance rights that vest subject to three measures: Relative Total Shareholder Return (RTSR), Adjusted Earnings Per Share (EPS) and Reputation (based on relative RepTrak performance). LTI opportunity The total allocation value of LTI awards that was granted during 2023 to Executive KMP: 100% of FR for Executive KMP. 70% of FR for the Chief Risk Officer. Allocation methodology Face value with the number of performance rights granted based on the Volume Weighted Average Price (VWAP) of shares during the 10-trading day period up to 1 January 2023. LTI opportunity LTI grant FR $ x LTI opportunity % = LTI opportunity % ÷ 10-day VWAP (face value allocation) = Number of performance rights granted Performance and vesting period The performance of each metric will be assessed from 1 January 2023 to 31 December 2025. If any of the performance rights vest, there is a further restriction period of up to three years for the CEO and two years for other Executive KMP, subject to continued service (per the diagram below). CEO YR1 YR2 YR3 YR4 YR5 YR6 Performance Period Restriction Period RTSR Market hurdle 35% EPS Other financial 35% Reputation Non-financial 30% Executive KMP RTSR Market hurdle 35% EPS Other financial 35% Reputation Non-financial 30% s t s e t e c n a m r o f r e P s t s e t e c n a m r o f r e P 1/3 1/3 1/3 1/2 1/2 1/2 1/3 1/3 1/3 1/2 1/2 1/2 53 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 1/3 1/3 1/3 54 Remuneration report 3.2 Remuneration framework details continued 3.2 Remuneration framework details continued 2023 Long-term incentive 2023 Long-term incentive Performance hurdles RTSR – 35% EPS – 35% Reputation – 30% 35% of the LTI award will be determined based on AMP’s Compound Average Growth Rate (CAGR) in Total Shareholder Return (TSR) relative to a peer group of ASX 200 financial companies excluding A-REITs as at 1 January 2023. RTSR performance is tested over a three-year performance period from 1 January 2023 through to 31 December 2025. RTSR was chosen as it provides a robust measure of AMP’s financial performance and returns for shareholders in comparison to other companies. 35% of the LTI award is determined based on AMP’s Compound Average Growth Rate (CAGR) in AMP’s adjusted EPS. EPS is calculated by dividing AMP’s underlying net profit after tax for the relevant reporting period by the weighted average number of ordinary shares of AMP during the period. EPS performance is tested over a three-year performance period from 1 January 2023 through to 31 December 2025. EPS was chosen as a measure as it provides an appropriate proxy for measuring intrinsic long-term shareholder value creation and ensures management are assessed on their direct financial contribution. 30% of the LTI award will be determined based on AMP’s RepTrak score performance relative to a comparator index as at 1 January 2023. RepTrak score performance will be tested over a three- year performance period from 1 January 2023 through to 31 December 2025. As at 1 January 2023, the RepTrak score for AMP is 57.8 and will be used as the starting point for testing purposes. Reputation was chosen as a measure as part of AMP’s strategy to build trust with stakeholders and restore the AMP brand. Vesting Schedule Vesting Schedule Vesting Schedule CAGR TSR performance – AMP TSR ranking Proportion of RTSR component vesting CAGR EPS performance – AMP EPS Proportion of EPS component vesting AMP RepTrak Performance < 50th percentile 50th percentile > 50th percentile and < 75th percentile ≥ 75th percentile 0% 50% Straight-line vesting from 50% to 100% (rounded to the nearest whole percentile) 100% < 4% per annum 4% 0% 50% > 4% and < 8% Straight-line vesting from 50% to 100% (rounded to the nearest whole percentile) ≥ 8% 100% < 50th percentile 50th percentile > 50th percentile and < 75th percentile ≥ 75th percentile Proportion of RTSR component vesting 0% 50% Straight-line vesting from 50% to 100% (rounded to the nearest whole percentile) 100% Peer/comparator group RTSR Peer Group • ANZ • ASX • AUB Group • Bank of Queensland • Bendigo & Adelaide Bank • Challenger • Commonwealth Bank of Australia • Credit Corp Group • HUB24 • Insignia Financial • Insurance Australia Group • Macquarie Group • Magellan Financial Group • Medibank Pvt • National Australia Bank • Netwealth Group • Nib holdings • Perpetual • Pinnacle Investment Management Group • QBE Insurance Group • Steadfast Group • Suncorp Group • Virgin Money UK • Westpac Banking Group RepTrak Comparator Group • AGL Energy • Alinta • ANZ Bank • Australian Taxation Office • Commonwealth Bank • Medibank • NAB • NBN Co • News Corp • Optus • Origin • Reserve Bank of Australia • Rio Tinto • Telstra • Westpac Banking Group Vesting/forfeiture conditions If an executive is terminated for cause or gives notice of resignation to AMP before the vesting date, all unvested rights (or restricted shares) will lapse or be forfeited, unless the board determines otherwise. In all other cases, unless the board determines otherwise: — A pro rata portion of the executive’s performance rights (calculated based on the portion of the performance period that has elapsed up until the date of termination) will remain on foot to be tested in the ordinary course. — All restricted shares allocated to the executive on vesting of the performance rights will remain on foot until the end of the relevant restriction period for each respective tranche. Retesting There is no retesting if the performance hurdle is not met. Dividend entitlements Clawback/malus No dividend is paid or payable on any unvested rights. The board retains the discretion to adjust downwards and lapse the unvested portion of any LTI award, including to zero in line with the Remuneration Adjustment Guidelines outlined in section 5.3. 3.3 Executive minimum shareholding requirements The relevant amount of AMP equity required to be held by the Executive Committee (which includes the Executive KMP) under minimum shareholding policy and the time to comply is as follows: Category Fixed Pay Timeframe Securities included to meet requirements CEO Executive KMP 200% 100% Executive KMP are expected to achieve the minimum shareholding requirement within a five-year period from commencement in their role AMP Limited shares: Ordinary AMP Limited shares registered in the Executive KMP’s name or a related party AMP share rights: Granted to executives through AMP’s employee share plans Share rights allocated to Executive KMP are included to meet their minimum holding requirement only where future vesting is not subject to any further performance condition (other than a continued service condition). AMP Limited shares and/or share rights cannot be hedged. Executive KMP are not expected to purchase shares to meet the requirement. Rather, it is expected that they would not sell any shares held (other than to cover arising tax liabilities) and that they will retain vested shares and share rights until the minimum requirement is reached. 55 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 56 Remuneration report 4 Section Performance and reward outcomes 4.1 Summary of 2023 outcomes The table below illustrates AMP’s performance over the past five years and remuneration outcomes. 2019 2020 2021 2022 2023 Financial results Profit (loss) after tax attributable to shareholders ($m) (2,467) Net profit after tax (underlying) ($m) 1 Cost to income ratio (%) 1 Shareholder outcomes Total dividends paid during the year (cents per share) 2 Share price at 31 December ($) Remuneration outcomes Relative TSR percentile 3 LTI vesting outcome (% of grant) Average STI received by Executive KMP (as % of target opportunity) 4 Average STI received by Executive KMP (as % of maximum opportunity) 4 439 66 – 1.91 – – 46 23 177 233 76 10 1.56 – – – – (252) 280 67 – 1.01 n/a n/a 39 20 387 184 72 – 1.31 n/a n/a 88 44 265 196 69 5 0.93 7th 0% 73.5 36.7 1 NPAT (underlying) represents shareholder attributable net profit or loss after tax after excluding non-recurring revenue and expenses. Note, NPAT (underlying) and associated cost to income ratio for financial years 2019–2021 are as reported and have not been restated to reflect the removal of AMP Capital discontinued operations from NPAT (underlying). 2 Refers to dividends paid during the year and not dividends declared. Refer to note 1.5 of the 2023 Financial Report for further information. 3 No LTI grants were tested during 2021 and 2022. 4 The average STI outcome relates to Executive KMP including the CEO. Refer to section 4.3 for further information of each Executive KMP's 2023 STI outcome. 4.2 STI Performance objectives and assessment Company and executive performance is assessed by reference to the scorecard, underpinned by five key result areas, each which have objectives, metrics and targets that were set at the beginning of 2023, noting that the strategic objectives were changed during the year to reflect stakeholder feedback from the AGM and ensure an overall weighting of 60% to financial outcomes (as communicated in the 2023 Half Year Directors’ Report). Achievements against these objectives were used by the board as one of the key inputs in determining the STI incentive pool. l i a c n a n F % 0 6 i Finance Weighting: 40% 20% Weighted outcome: 15% 15% Board determined outcome: 37.6% 10% 25.0%% NPAT (underlying) 2022 Position: $184m 2023 Target: $200m 98% 2023 Outcome: $196m End of 2022 position: $184m (as reported) 2023 Target: $200m End of 2023 outcome: $196m (as reported) AMP achieved an underlying NPAT equivalent to 98% achievement of target or a weighted outcome of 19.6%. This result reflects improved underlying profit, offset by reduced AUM revenue due to the long-term strategic simplification of Master Trust, and lower strategic partnership earnings impacted by US real estate valuations and regulatory changes in China. Controllable costs have remained a focus, with trajectory for further reductions in 2024. NPAT (statutory) 2023 Target: $294m 2022 Position: $387m 90% 2023 Outcome: $265m End of 2022 position: $387m (as reported) 2023 Target: $293.5m End of 2023 outcome: $265m (as reported) For 2023, AMP achieved a statutory NPAT equivalent to 90% achievement of target or a weighted outcome of 18%. The outcome tracked just below plan with NPAT challenged by higher corporate borrowing costs, and factors impacting underlying NPAT (as outlined above). As the 2023 statutory NPAT result includes several planned and unplanned one-off events, such as the impacts of class actions, impairments and the gain on sale of AMP Capital and SuperConcepts, the board has assessed the overall quality of AMP’s financial results and determined a weighted outcome of 5.4% for this metric. Strategy Weighting: 40% 20% 15% Weighted outcome: 6.8% 10% 15% 2022 Position: 9.3% 2023 Target: 9.3% Bank ROC 0% 2023 Outcome: 7.9% End of 2022 position: 9.3% 2023 Target: 9.3% End of 2023 outcome: 7.9% For 2023, Bank ROC was below the minimum threshold performance level, impacted by previously disclosed net interest margin compression, and increased funding costs. In the second half of 2023, the decision to further lower growth to respond to this margin pressure resulted in residential mortgage book growth of 0.61x system for the year. Position: $936m 2023 Target: $1bn Platforms Net Cashflow 0% 2023 Outcome: -$443m End of 2022 position: $936m cash inflow 2023 Target: $1bn cash inflow End of 2023 outcome: $443m cash outflow Despite a solid performance in Platforms and underlying NPAT improving, Platforms’ Net Cashflows were below the minimum threshold of performance. This outcome was predominantly driven by a reduction in discretionary flows given the economic environment. y t i l i b a t i f o r P k n a B w o r G l y b a t i f o r P t n e m e g a n a M h t l a e W s e i t i r o i r P c g e t a r t S i 57 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 58 Remuneration report 4.2 STI Performance objectives and assessment continued 4.2 STI Performance objectives and assessment continued l i a c n a n F % 0 6 i l i a c n a n i f - n o N % 0 4 s s e n i s u b e h t y f i l p m S i d n a r b r u o e v o r p m I n o i t a t u p e r d n a r u o o t r e v i l e D s r e m o t s u c Total controllable costs 2023 Target: $760m 2022 Position: $791m 102% 2023 Outcome: $743.8m End of 2022 position: $791m (excluding AMP Capital) 2023 Target: $760m End of 2023 outcome: $743.8m AMP has remained focused on simplifying the operating model and finding efficiencies to deliver sustainable cost reduction. For 2023, controllable costs were reduced to $743.8m, exceeding target and delivering a weighted outcome of 6.8%. This was achieved through continued focus on achieving efficiencies within the Advice and Master Trust businesses, despite inflation, and the impact of previously announced stranded costs from the AMP capital transactions emerging in Group costs. Further information on the Group Financial Performance can be found in Business Review section of AMP’s 2023 Annual Report Customer 40% Weighting: 20% 15% 15% Weighted outcome: 17.6% 10% Improvement in RepTrak score (absolute) 2022 Position: 57.2 2023 Target: 59 105% 2023 Outcome: 60.2 End of 2022 position: 57.2 2023 Target: 59.0 End of 2023 outcome: 60.2 AMP’s RepTrak score (absolute score) improved by 3 points over 2023, resulting in a weighted outcome of 7.9%. The increase in RepTrak score was attributable to improvements across both customer and non-customer segments. Customer satisfaction score 2023 Target: 7.0 130% 2023 Outcome: 7.6 End of 2022 position: n/a – not measured in 2022 2023 Target: 7.0 (out of 10) End of 2023 outcome: 7.6 (out of 10) Aligned with a renewed focus to be a purpose-led business, 2023 was the first year that AMP introduced Customer Satisfaction (prior to this AMP measured customer engagement through Net Promoter Score (NPS)). Customer satisfaction presents an overall view of AMP customers, members and Advisers across Bank, NZWM, Advice, Platforms and Master Trust. Significant improvement was achieved over 2023, with a final outcome of 7.6, representing a weighted outcome of 9.7%. People 40% 20% Weighting: 15% 15% 10% Weighted outcome: 15.6% 2022 Position: 73 2023 Target: 73 100% 2023 Outcome: 73 End of 2022 position: 73 2023 Target: 73 End of 2023 outcome: 73 Satisfaction Employee t n e m e g a g n e l e e y o p m e e v o r p m I For 2023, the Employee Satisfaction target of 73 was maintained from 2022, given the level of ongoing transformation planned. Achieving a result of 73 resulting in a weighted outcome of 7.5%, is a strong result, noting in particular that cost-out activity and operating model changes which impacted almost all business areas. l i a c n a n i f - n o N % 0 4 l i a c n a n i f - n o N % 0 4 Position: 75 2023 Target: 75 Inclusion index 95% 2023 Outcome: 74 End of 2022 position: 75 2023 Target: 75 End of 2023 outcome: 74 e v i s u l c n i n a d l i u B e r u t l u c AMP’s inclusion index remained stable at 74, 1 point below target resulting in a weighted outcome of 3.6%. Management remain focussed on fostering an inclusive environment, including implementing a new Inclusion Strategy and Action plan, a renewed Policy, the mandating of inclusion learning, and celebrating days of significance, to create an environment of belonging. Gender diversity 2023 Target: 40:40:20 2022 Position: 45:55 120% 2023 Outcome: 46:54 End of 2022 position: 45% (female) : 55% (male) 2023 Target: 40% (male) : 20% (any gender) End of 2023 outcome: 46% (female) : 54% (male) AMP’s gender diversity levels were maintained within the target of 40:40:20. Results showed an improvement from 2022, with gender diversity targets achieved at all levels including Board, Executive Management, Head of, Middle Management and the broader workforce. Further information regarding diversity and inclusion can be found in AMP’s 2023 Sustainability Report 40% Risk 20% 15% Weighting: 15% 10% Weighted outcome: 10.0% Effective management of risks 2022 Position: 6 2023 Target: 0–1 100% 2023 Outcome: 1 End of 2022 position: Number of risks = 6 2023 Target: 0–1 risks End of 2023 outcome: 1 Effective management of risks was in line with our target of 0-1 risks outside of risk appetite, with 1 risk outside of risk appetite resulting in a weighted outcome of 5%. The risk outside of appetite related to a compliance risk being addressed as a part of the ongoing Court Enforceable Undertaking (CEU) agreed with APRA in 2019. Action plans are in place to bring this risk back within risk appetite. Progress against the CEU is tracking well and almost near completion. Risk culture maturity assessment 2022 Position: Evolving 2023 Target: Evolving 100% 2023 Outcome: Evolving End of 2022 position: Evolving 2023 Target: Evolving End of 2023 outcome: Evolving AMP achieved a positive risk culture assessment in line with plan, resulting in a weighted outcome of 5%. This was supported through actions aligned to key focus areas, including assessment and oversight, supporting employees to understand and embrace AMP’s purpose & values including sharing risk culture dashboard reporting with all employees, supporting psychological safety, and recognising and rewarding employees for demonstrating a respect for risk through AMP’s recognition platform AMPED. k s i r e v i t c e f f E t n e m e g a n a m a r e v i l e D k s i r s t c e p s e r t a h t e r u t l u c 2023 Performance Assessment – Total scorecard result 75.0% 59 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 60 Remuneration report 4.2 STI Performance objectives and assessment continued 4.4 Long-term Incentive outcome Performance rights that were awarded under the 2021 Long Term Incentive (LTI) plan and allocated in April 2021, were subject to an RTSR performance condition measured over a three-year performance period from 1 January 2021 to 31 December 2023. The number of performance rights that vest under the award was determined by the Board by reference to a comparison of CAGR in AMP’s TSR relative to the CAGR in TSR to the peer group of S&P/ASX 100 financial companies excluding A-REITs as at 1 January 2021, in line with the vesting schedule below. Vesting Schedule CAGR TSR performance Proportion of LTI grant vesting AMP’s TSR ranking below the 50th percentile of the peer group AMP’s TSR ranking at the 50th percentile of the peer group 0% 50% AMP’s TSR ranking between the 50th and 75th percentile of the peer group 50% plus 2% for each additional percentile (rounded to nearest whole percentile) AMP’s TSR ranking is at least the 75th percentile of the peer group 100% ASX100 Financials (ex A-REITs) peer group as at 1 January 2021: — ANZ Group Holdings Limited — ASX Limited — Bank of Queensland Limited — Bendigo and Adelaide Bank Limited — Challenger Limited — Commonwealth Bank of Australia — Insurance Australia Group Limited — Macquarie Group Limited — Magellan Financial Group Limited — Medibank Private Limited — National Australia Bank Limited — QBE Insurance Group Limited — Suncorp Group Limited — Westpac Banking Corporation Each Performance Right that vested following testing of the performance condition entitled the plan participants to one AMP share. The RTSR performance condition for the Performance Rights was tested following the conclusion of the performance period on 31 December 2023 and the results and vesting outcome are detailed below. The results were calculated by an external provider and approved by the board after considering any risk and conduct issues in line with the remuneration adjustment guidelines in section 5.3. Performance Period Performance Condition Percentile Rank 1 January 2021 to 31 December 2023 AMP’s TSR ranking against the S&P/ASX100 Financials (ex A-REITS) 7th percentile % vested 0% % lapsed 100% Scorecard result 75% Total Incentive pool 75% Incentive pool determination The overall scorecard outcome was 75%. This result was delivered in a challenging economic environment and is reflective of management’s continuing progress on delivering a more streamlined and cost-efficient AMP. The board determined an incentive pool of 75%. In arriving at a decision, the board particularly considered: — Portfolio strategy – significant progress — Maintaining high levels of employee on simplifying the portfolio, repositioning AMP’s core businesses in wealth management and retail banking and completing the AMP Capital divestment. — Capital return – $483 million of capital returned to shareholders via dividends and on-market buybacks over 2023. — Cost out program – in line with target, despite high inflation and stranded costs related to AMP’s sold businesses. — Improving risk management and customer satisfaction, notwithstanding ongoing transformation and transactions. engagement despite ongoing disruption from transformation activity and operating model changes. — Continued improvement in AMP’s reputation score, demonstrating that AMP’s reputation is recovering. — Resolution of two significant legacy issues – settlement of the shareholder class action and agreement to settle Buyer of Last Resort (BOLR) class action. These considerations were balanced against the overall shareholder experience over 2023. The board also considered that the Scorecard outcome of 75%, represented 37.5% of the maximum available opportunity and no other variable remuneration that was subject to performance testing during 2023 vested and became payable. 4.3 Short-term Incentives Awarded The following table shows the STI awarded to current and former Executive KMP for the 2023 performance year. It differs from the statutory table in section 7.1 which is prepared according to Australian Accounting Standards. Pro rated target STI opportunity 1 $'000 Total STI outcome awarded 2 $'000 60% to be paid as Cash in March 2024 3 $'000 40% to be delivered in share rights 3 $'000 STI awarded as % of pro rated target STI opportunity 4 % STI awarded as % of pro rated max STI opportunity 4 % 1,715 1,286 515 650 420 412 300 453 320 364 772 180 272 192 218 514 120 181 128 146 75% 58% 70% 76% 88% 37% 29% 35% 38% 44% 2,723 1,634 1,089 Executive KMP Alexis George Scott Hartley Sean O'Malley Nicola Rimmer-Hollyman Blair Vernon Total STI awarded 1 Scott Hartley was eligible to participate in the 2023 STI for the portion of the year he was CEO AWM. For Blair Vernon, the prorated target STI opportunity reflects his KMP period as CFO. 2 The STI outcome awarded is based on performance during 2023 and reflects their outcome in line with their KMP period. 3 Of the STI awarded, 60% is delivered in cash and 40% is delivered in share rights that will be granted in April 2024. 4 Represents the STI award as a percentage of the pro rated target and max STI opportunity (which is 200% of target). The average STI received by Executive KMP was 73.5% of the target opportunity, or 36.7% of the maximum opportunity. 5 Peter Fredricson and James Georgeson were not eligible to participate in the 2023 STI. 61 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 62 Remuneration report 4.5 Transformation Incentive Award 4.6 CEO sign on award outcome Performance rights that were awarded to Executive KMP under the 2019 Transformation Incentive (LTI) plan and allocated in August 2019, were subject to two performance measures, with 75% of the award subject to CAGR TSR performance condition measured against an index of ASX100 Financial Services excluding A-REITs companies over the performance period 1 August 2019 to 15 February 2023, and the remaining 25% subject to a Risk and Control assessment. TSR Vesting Schedule Index Return Achieved AMP’s CAGR TSR below 75% of the index return AMP’s CAGR TSR at 75% of the index return AMP’s CAGR TSR at 90% of the index return AMP’s CAGR TSR at 100% of the index return AMP’s CAGR TSR at 110% of the index return Proportion of LTI grant vesting 0% 25% 50% 75% 100% Straight-line vesting applies for performance between the thresholds above. The Total Shareholder Return component did not vest following AMP’s share price performance relative to the index it is measured against. Over the performance period, AMP had a CAGR TSR of -6.4% compared to the Index CAGR TSR of +1.4%. In determining the outcome of the Risk and Control component, the board has taken into consideration a range of factors in making its decision, including the shareholder experience and the overall performance of the organisation over the performance period. As such, the board has determined that both components of the award were below the minimum threshold for any vesting and therefore the performance rights granted under this plan were lapsed. As previously disclosed to the market in April 2021, Alexis George was provided a sign-on equity award as a part of her appointment as CEO to compensate for remuneration foregone with her previous employer. The equity awards granted as part of that arrangement was structured as follows: — Four tranches of share rights subject to a continued service condition. — Three tranches of Performance Rights subject to an absolute Total Shareholder Return (ATSR) condition. — Three tranches of Performance Rights subject to a RTSR condition. Further details of each tranche of performance rights can be found in table 7.4. Each of the performance metrics was subject to the following vesting schedules, respectively: Absolute TSR Relative TSR CAGR ATSR performance Nil or Negative TSR Positive TSR Between positive TSR and 8.5% CAGR Proportion of LTI grant vesting CAGR TSR performance Proportion of LTI grant vesting 0% 50% AMP’s TSR ranking below the 50th percentile of the peer group AMP’s TSR ranking at the 50th percentile of the peer group 0% 50% 50% plus 2% for each additional percentile (rounded to nearest whole percentile) AMP’s TSR ranking between the 50th and 75th percentile of the peer group 50% plus 2% for each additional percentile (rounded to nearest whole percentile) CAGR of 8.5% or above 100% AMP’s TSR ranking is at least the 75th percentile of the peer group 100% ASX100 Financials (ex A-REITs) peer group was defined as follows: — ANZ Group Holdings Limited — ASX Limited — Bank of Queensland Limited — Bendigo and Adelaide Bank Limited — Challenger Limited — Commonwealth Bank of Australia — Insurance Australia Group Limited — Macquarie Group Limited — Magellan Financial Group Limited — Medibank Private Limited — National Australia Bank Limited — QBE Insurance Group Limited — Suncorp Group Limited — Westpac Banking Corporation In 2023, the second tranches of the ATSR and RTSR performance rights were performance tested. The RTSR and ATSR performance condition for tranche two of the performance rights were both tested following the conclusion of the performance period on 22 November 2023. The results and vesting outcome are detailed below. The results were calculated by an external provider and approved by the board after considering any risk and conduct issues in line with the remuneration adjustment guidelines in section 5.3. Component Performance Period Performance Condition ATSR – Tranche 2 RTSR – Tranche 2 22 November 2021 to 22 November 2023 22 November 2021 to 22 November 2023 Compound annual growth in AMP’s TSR AMP’s TSR ranking against the S&P/ ASX100 Financials (ex A-REITS) Result -11.6% 21st percentile % vested % lapsed 0% 0% 100% 100% Each Performance Right that vested following testing of the performance condition entitled the plan participants to one AMP share. 63 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 64 Remuneration report 5 Section Remuneration governance 5.1 Governance framework There are a number of remuneration governance and oversight processes in place at AMP, primarily exercised through the AMP Limited Board, subsidiary boards and the Remuneration Committee. The Remuneration Committee assists the various boards to fulfil their remuneration obligations by developing, monitoring and assessing remuneration strategy, policies and practices across AMP. Members of the Remuneration Committee are independent non-executive directors. More information on the role of the Remuneration Committee can be found in the corporate governance section of AMP’s website. The board believes that to make prudent remuneration decisions, it needs both a robust framework and the ability to exercise judgement. Therefore, the board has adopted a remuneration adjustment framework to guide the board in determining the appropriate remuneration outcomes. Refer to section 5.3 for further information on the remuneration adjustment guideline. From time-to-time, the Remuneration Committee may seek external guidance or benchmarking information from independent remuneration advisers. Any advice provided by external advisers is used as a guide and is not a substitute for consideration of all the issues by each non-executive director of the Remuneration Committee. The Remuneration Committee did not engage any independent remuneration advisers to provide remuneration recommendations, as defined in the Corporations Act. The following diagram outlines AMP’s remuneration governance framework. Remuneration governance framework AMP Limited Board AMP subsidiary Boards Risk and Compliance Committee Remuneration Committee Assists the board with oversight of the implementation and operation of AMP’s risk management framework. Makes recommendations to the Remuneration Committee on: — Risk-related adjustments for remuneration outcomes. — Risk-related adjustments for the incentive pool. — Risk-related matters that may require the application of malus or clawback or in-year reduction to incentives. Advises the AMP Board and the boards of AMP subsidiaries in setting and overseeing AMP’s remuneration policy and practices. Key responsibilities include: — Reviewing AMP’s remuneration policy, including effectiveness and compliance with regulatory requirements. — Reviewing the remuneration arrangements, performance objectives, measures and outcomes for executives and senior management. — Reviewing the remuneration arrangements for non-executive directors. — Reviewing AMP’s remuneration disclosures; — Overseeing all incentive plans. — Reviewing and making recommendations in relation to equity awards, including malus and clawback. Management The CEO makes recommendations to the Remuneration Committee on the performance and remuneration outcomes for her direct reports. Management advises the Remuneration Committee and provides information on remuneration related matters. Independent remuneration advisers The Remuneration Committee may engage remuneration advisers when it needs additional information to assist the AMP Board in making remuneration decisions. 5.2 Risk management in remuneration In addition to the robust risk features of the performance management framework, the board has a range of mechanisms available to adjust remuneration and incentive outcomes to reflect behavioural, risk or compliance outcomes. The table below summarises the range of mechanisms available and their intended operation. Risk assessment Risk and conduct outcomes Malus and clawback provisions Board discretion Enterprise and business unit levels All employees All incentive plans The Chief Risk Officer (CRO) has a standing agenda item and reports at each of the Remuneration Committee meetings, covering the overall assessment of risk management at the conclusion of the performance year as an input to the determination of the incentive pool. At the conclusion of each performance year, the Chair of the Risk and Compliance Committee (who is also a member of the Remuneration Committee) provides an overview of the key issues considered by the Risk and Compliance Committee that are likely to be relevant to the assessment of the remuneration outcomes for the CEO and ExCo members by the Remuneration Committee. Employees’ risk management behaviour and conduct is specifically considered as part of individual performance assessment and in the determination of remuneration outcomes. The consequence management framework ensures that behaviour which does not meet expectations is actively and consistently managed, throughout the year, including adjustments to past, present and future remuneration if appropriate. Incentive plan terms allow the board to adjust and lapse (malus) unvested equity awards or reclaim (clawback) vested incentives in certain circumstances. All deferred incentives are subject to a conduct and risk review before vesting. This applies to current and former employees. The board may apply its absolute discretion to adjust past, present and future remuneration, subject to the equity incentive plan rules governing the plan and in compliance with the relevant policies. It does this in line with the remuneration adjustment framework to provide greater consistency in remuneration adjustments (refer to section 5.3 below). The board exercises discretion to apply remuneration consequences to executives with overall accountability for matters arising in their business units with adverse risk, customer and/or reputational impacts. There is a standing agenda item at each Remuneration Committee for the CRO to present any risk related information the Committee should consider when making remuneration decisions. This also gives the Remuneration Committee an opportunity to make enquiries and have unfettered access to risk and internal audit executives. The Remuneration Committee considers both the achievement of the risk metrics as well as a risk overview when determining the incentive pool. Before every equity vesting event, management provides a report to the Committee to highlight if there is any reason, including risk considerations, why the Committee should exercise its discretion to lapse the unvested equity award. AMP has a Consequence Management Committee (CMC), which was established to ensure consistent management of workplace conduct matters and application of AMP’s Consequence Management policy. The CMC comprises the CEO, Chief People, Sustainability and Community Officer and Chief Risk Officer as standing members. Statistics and insights on all conduct cases across AMP Limited are reported to the Risk and Compliance Committee on a biannual basis, following review by the CMC. Under the consequence management framework, all substantiated cases of misconduct require the application of a management and/or remuneration consequence. Where there is a recommendation from People, Sustainability and Community (and as endorsed by the CMC) to apply malus or clawback to past remuneration as a part of the recommended remuneration consequence, submissions are made to the Remuneration Committee to exercise its discretion to lapse the unvested equity award. During the year, there was no application of the Consequence Management policy in relation to 2023 remuneration outcomes for any of AMP’s current executives. 65 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 66 Remuneration report 5.3 Remuneration adjustment guidelines The board has adopted a remuneration adjustment framework to provide guidance in exercising discretion related to past, present and future remuneration and to provide greater consistency in remuneration adjustments. The framework is considered at each remuneration decision point to identify whether there have been any material conduct or risk events that have impacted on shareholder experience, the reputation of the company or led to disciplinary action from our regulators. This tool is intended to help the AMP Board in making potential downward adjustments to variable remuneration. It is not intended to be used as a prescriptive or formulaic decision tree, as board judgement will always need to be applied according to the facts and circumstances of a particular situation. Whilst the framework is designed to deal with material risk and conduct events, the board can also exercise its discretion to apply positive adjustments if appropriate. The following chart is an example of the types of qualitative and quantitative indicators the board may consider in exercising discretion in relation to material conduct and risk events. Considerations for adjusting remuneration Is the remuneration outcome on an individual or cohort basis in line with the actual values and original intent? Qualitative indicators Quantitative indicators Customer and people Has there been a potential breakdown of trust with AMP’s employees, customers, fund beneficiaries or members of the community or operated in a way that is contrary to our stated values? Reputation, Customer Satisfaction or Employee Satisfaction scores Reputation Has there been unexpected widespread media coverage about AMP that has impacted the reputation or brand? Reputation Score, Shareholder experience Risk Has there been a material deterioration in the risk culture or profile of the company? Unacceptable level of risk appetite Finance Have we behaved in a way that was not fiscally responsible and there was an impact on our prudential standing or reputation? Capital adequacy, credit rating Potential adjusting event identified Remuneration Committee Board decision Decision making s n o i t a r e d i s n o C t c a n E 6 Section Non-executive director fees and shareholding requirements 6.1 Non-executive director fees The Remuneration Committee is responsible for reviewing non-executive director (NED) fees for AMP Limited and its main subsidiaries. In reviewing these fees, the Remuneration Committee has regard to a range of factors including the complexity of AMP’s operations and those of its main subsidiaries, fees paid to board members of other Australian corporations of a similar size and complexity, and the responsibilities and workload requirements of each board and committee. The Remuneration Committee obtains market data and recommends any proposed fee changes to the AMP Limited Board for approval. A review of NED fees for the AMP Limited Board (which also include fees for all AMP Bank Board duties and obligations) was conducted in line with regular annual NED fee review practice. This included a reassessment and adjustment of the remuneration benchmark group to better reflect the relative size and complexity by removing the big five banks, foreign organisations listed on the ASX and organisations that do not directly compete in the same industry/sector as AMP (e.g., insurance companies) . Based on market data analysis, the board determined that current fees are competitive to companies of comparable size, complexity and regulatory supervision. Noting that total NED fees paid have reduced by more than 43% since 2019, it was assessed that for the time being, maintaining fees at slightly above the median of the financial services sector (excluding ANZ, CBA, Macquarie, NAB, Westpac and others) was justified due to ongoing time demands on the boards of AMP Limited and AMP Bank. During 2023, the board met 20 times and committees and advisory groups met an additional total of 29 times and dealt with ongoing legacy matters, including those related to AMP Capital sales completion, class action process and settlements, plus ongoing interactions related to capital returns and regulatory matters. The total remuneration earned by AMP Limited NEDs during 2023 (including all AMP Bank duties and obligations) was $2.157m, which represents 46.7% of the 2023 annual fee pool. The current members and role of each standing committee as at the date of this statement are set out in the Corporate governance statement. The following table shows the annual NED fees for the board and permanent committees of AMP Limited and its main subsidiaries for 2023. 67 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i AMP Limited Board Audit Committee Risk and Compliance Committee Remuneration Committee Nomination Committee ESG Advisory Group Technology Transformation Advisory Group AMP Bank Board Audit Committee Risk and Compliance Committee l r e p o r t A d d i t i o n a l i n f o r m a t i o n Chair base fee 1 2023 3 $ Member base fee 2 2023 3 $ 561,000 204,000 46,750 46,750 46,750 nil 46,750 46,750 nil nil nil 21,590 21,590 21,590 nil 21,590 21,590 nil nil nil Adjust remuneration Adjustment to be proportionate to the severity of the risk and conduct outcome 1 The Chair of AMP Limited does not receive separate committee fees. 2 No additional fees are paid to NEDs for their membership or for chairing the AMP Bank Limited Board. 3 There was a restructure of the AMP Limited and Bank Board committee memberships on 1 October 2022 to incorporate the establishment of the ESG & Sustainability and Technology Transformation Advisory Groups. Reduction or cancellation of cash payments Malus applied to existing equity awards on foot Clawback of already paid/ released equity awards Downward adjustment to in period remuneration Pre grant adjustment to quantum of future LTI grant 68 Remuneration report 6.2 Non-executive director minimum shareholding The minimum shareholding requirement (MSR) for NEDs is set out in AMP’s minimum shareholding policy. Under this policy, NEDs are required to accumulate and hold a minimum value of AMP shares to ensure their interests are closely aligned with the long-term interests of AMP shareholders. For the purposes of determining whether the minimum shareholding has been met, the value of each share held by a NED will be the share price at the time the share was acquired. As at the date of this report, these minimum values are: — AMP Limited Chair: $561,000 – the equivalent of the AMP Limited Chair base fee. — Other AMP Limited NEDs: $204,000 – the equivalent of the AMP Limited NED base fee. NEDs are ordinarily expected to achieve these levels within four years of their appointment, see section 7.6. The policy expects NEDs to apply at least 25% of their base fee each year to acquire AMP shares until the MSR has been met. NEDs are also encouraged to increase their ownership over their tenure. Any such acquisition of AMP shares may only occur when permitted to do so in accordance with AMP’s Trading Policy. Between 2019 and 2022, opportunities for NEDs to acquire shares during the trading windows in accordance with AMP’s Trading Policy were limited due to the ongoing transactions, including the sale of AMP Life, portfolio review and sales of AMP Capital businesses. Since then, NEDs have been able to increase their share ownership when not in possession of inside information. In addition, as part of an overall update and to provide greater opportunity for NEDs to buy AMP shares, AMP’s Trading Policy was updated in 2023. These updates saw the policy transition from trading windows to blackout periods to permit NEDs and other designated persons to trade in AMP shares outside of blackout windows in accordance with the trading policy and subject to any inside information. As at the date of this report, all non-executive Directors have either met their minimum holding requirement or are on target to do so. 7 Section Statutory tables The following disclosures provide additional information and/or are required under the Corporations Act. This includes the 2023 Executive KMP remuneration that is prepared according to Australian Accounting Standards. 7.1 Statutory remuneration disclosure Statutory remuneration represents the accounting expense of remuneration in the financial year. It includes fixed remuneration, cash STI, the fair value amortisation expense of equity awards granted, long service leave entitlements and insurance, reflective of the relevant KMP period. Short-term employee benefits Post- employment benefits Share- based payments 4 Long-term benefits Cash STI 2 $'000 Other short-term benefits 3 $'000 Super- annuation benefits $'000 Rights and options $'000 Other 5 $'000 Termination benefits 6 $'000 Executive KMP Alexis George Sean O'Malley Nicola Rimmer- Hollyman Blair Vernon 8, 9 Year 2023 2022 2023 2022 2023 2022 2023 2022 Former Executive KMP Peter Fredricson 8 James Georgeson 8 Scott Hartley 8 Total 2023 2022 2023 2022 2023 2022 Cash salary 1 $'000 1,670 1,678 600 565 539 455 448 – 281 – 12 724 514 871 2023 4,064 2022 4,293 772 912 272 294 192 202 218 – – – – 396 180 432 1,634 2,236 18 25 (10) 36 (2) 22 70 – 17 – 35 14 27 5 155 102 29 27 29 26 57 52 15 1,514 1,360 414 467 236 203 307 – – 13 – 2 26 5 28 – – 155 1,756 420 583 150 3,046 159 4,369 7 5 22 27 10 13 15 – – – (86) 12 (4) 3 (36) 60 Total 7 $'000 4,010 4,007 1,327 1,415 1,032 947 1,073 – 367 – 270 2,928 1,367 1,922 9,446 – – – – 56 – 152 – 225 – 433 – 11,219 69 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 70 Remuneration report 1 Cash salary is inclusive of base salary and short-term compensated absences, less superannuation deductions. 2 Cash STI reflects 60% of STI award outcome for the 2023 performance year for Executive KMP. 3 Other short-term benefits include non-monetary benefits and any related FBT exempt benefits and FBT payable benefits, for example car parking and leasing arrangements, insurances, professional memberships and subscriptions, vouchers and the net change in annual leave accrued. For Blair Vernon, the amount also includes a one-off relocation allowance and the cost of tax advice associated with his relocation from New Zealand to Australia. 4 The values in the table reflect the current year accounting expense for all share rights and performance rights outstanding at any point during the year, as required under the Australian Accounting Standards. The cost of the award is amortised at the fair value over the vesting period and updated at each reporting period for changes in the number of instruments that are expected to vest. For Peter Fredricson, the value includes the recognition and reversal of expenses for awards that have lapsed. For Scott Hartley and James Georgeson, the value was adjusted to reflect the acceleration of accounting expense that was expected to be amortised in future periods as required by the Australia Accounting Standards as a result of their employment ending with AMP. 5 Other long-term benefits represent the net change in long service leave accrued. 6 For Peter Fredricson, termination benefits relates to four weeks' paid in lieu of notice. For James Georgeson, termination benefits relates to almost 11 weeks' paid in lieu of notice. For Scott Hartley, termination benefits relates to a redundancy payment of 13 weeks' severance pay in line with AMP's Redundancy, Redeployment and Retrenchment Policy. All termination benefits provided were in compliance with Part 2D.2, Division 2 of the Corporations Act. 7 The total in this table for 2022 of $11.219 million is different to the total for 2022 in the 2022 Remuneration Report as it does not include $668 thousand for David Cullen, $666 thousand for Shawn Johnson and $446 thousand for Rebecca Nash who were derecognised as KMP part way through 2023 and reported in the 2022 Remuneration Report. It also does not include the negative amount of $893 thousand for Phil Pakes (former Chief Risk Offer) who was also reported in the 2022 Remuneration Report. 8 For Blair Vernon, Peter Fredricson, James Georgeson and Scott Hartley, the amounts disclosed in this table reflect their periods as KMP. 9 Upon Blair Vernon's appointment to the CFO role, his fixed remuneration package reflects non-monetary benefits he forfeited upon relocating from New Zealand to Australia and compensates for the different taxation rates between the two tax jurisdictions. 7.2 Loans and other transactions AMP provides home loans to Australians to help them buy, build or renovate properties. The table below includes loans offered to executives in the ordinary course of business and on equivalent terms to those offered to other employees and shareholders. The table below also includes other borrowing facilities offered to employees from time-to-time as a part of our global mobility arrangements (see footnotes for further information). The following table shows loan balances that exceed $100,000 held by current and former Executive KMP during the reporting year. No Executive KMP held a loan balance of less than $100,000. KMP Executive KMP Alexis George Sean O’Malley Blair Vernon 1 Former Executive KMP James Georgeson Scott Hartley Total (incl. related parties) 2 Balance on 1 Jan 2023 Write downs $’000 $’000 Net advances (repayments) $’000 Balance on 31 Dec 2023 $’000 charged $’000 not charged $’000 Interest 680 1,550 – 911 1,024 4,165 – – – – – – (13) (126) 26 1,139 (252) 667 1,424 26 2,050 772 38 76 – 67 18 774 4,939 199 – – 2 – – – Highest balance during the year $’000 681 1,574 106 3,008 1,024 6,393 1 Blair Vernon was granted an interest-free loan under a tax protection agreement to assist with his personal Australian tax liability as a result of working between New Zealand and Australia in the role of Group Executive, Transformation and New Zealand Wealth Management. The deemed interest and associated fringe benefits tax has been recorded as a non-monetary benefit in section 7.1 of the remuneration report. 2 Five Executive KMP hold loans. Other transactions Executive KMP and their related parties may have access to AMP products and these products are provided to executives within normal employee terms and conditions. The products may include personal banking with AMP bank and/or financial investment services. 71 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 7.3 Executive shares and share rights holding The following table shows the number of shares and share rights held by Executive KMP and/or their related parties during 2023. A related party is typically a family member of the executive and/or is an entity in which the executive has direct or indirect control. The definition of units includes AMP Limited shares and share rights which are not subject to performance conditions. Shares and Share Right Holdings MSR Progress 6 Name Type Executive KMP Balance at 1 Jan 2023 Granted 1 Exercised/ released 2 Forfeited/ lapsed Other transactions Alexis George Total Sean O'Malley Total Nicola Rimmer- Hollyman Total Blair Vernon 5 Shares 1,476,929 – 228,538 Share rights 449,051 444,378 (228,538) 1,925,980 444,378 – Shares 128,019 – 87,187 Share rights 332,758 143,252 (87,187) 460,777 143,252 Shares 11,250 – Share rights 272,924 111,093 284,174 111,093 Shares 339,682 Share rights 628,129 – – – – – – – 145,312 – – – – Total 967,811 Former Executive KMP Shares 282,754 James Georgeson 5 Total Peter Fredricson 5 Total Scott Hartley 5 Total Share rights 464,678 192,952 (145,312) 747,432 192,952 Shares Share rights – – – Shares 6,394 – – – – – – – – 160,937 Share rights 321,874 210,495 (160,937) 328,268 210,495 – Balance on 31 Dec 2023 3 Total Value on 31 Dec 2023 per the MSR 4 Requirement per the MSR 4 1,705,467 $3,430,000 664,891 2,370,358 $2,204,433 215,206 388,823 604,029 $561,747 11,250 384,017 395,267 $367,598 339,682 628,129 967,811 $900,064 by 1 August 2026 $650,000 by 14 November 2026 $600,000 by 12 February 2027 $925,000 by 5 August 2025 428,066 512,318 940,384 0 0 – 167,331 371,432 538,763 n/a n/a n/a n/a n/a n/a – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – – 1 Relates to share rights awarded as part of the 2022 STI deferral on 1 April 2023, with a fair values of $1.02 for Tranche 1, $0.97 for Tranche 2 and $0.92 for Tranche 3. 2 A portion of share rights granted to Alexis George as part of her sign-on award on 2 August 2021 vested and was exercised to AMP Limited shares on 22 November 2023 at a market price of $0.87 per share. For James Georgeson, Sean O'Malley and Blair Vernon, Share Rights exercised relates to the 2020 STI deferral that vested on 17 February 2023 at a market price of $1.32. 3 There are no share rights held by any KMP’s related parties and no share rights held indirectly or beneficially by our KMP. As at 31 December 2023, there were no share rights vested, or vested and exercisable or vested and unexercisable. No amount is payable by the Executive KMP on grant, vesting or exercise of their share rights. Any share rights that vest following the end of the vesting period will be automatically exercised. 4 We assess compliance with our minimum shareholding requirement (MSR) each year. The table above summarises the position of each Executive KMP as at 31 December 2023 against the requirement at the reporting date. The total value of each holding was calculated on 31 December 2023 using a closing price of $0.93. 5 The opening balance shown for Blair Vernon and the closing balances shown for Peter Fredricson, James Georgeson and Scott Hartley are reflective of their holdings on the respective dates they became or ceased KMP, respectively. 72 Remuneration report 7.4 Executive performance rights holdings 7.4 Executive performance rights holdings continued The following table shows the performance rights which were granted, exercised or lapsed during 2023. Grant date Performance measure Fair value per right Holding at 1 Jan 2023 Granted 1 Vested 2 Lapsed/ cancelled 3 Held on 31 Dec 2023 4 Rights exercised to AMP Limited shares Executive KMP Alexis George Total Sean O'Malley Total Nicola Rimmer- Hollyman Total 9-Aug-21 Absolute TSR 0.62 511,702 9-Aug-21 Relative TSR 0.61 1,535,158 30-May-22 Relative TSR 0.59 1,818,278 – – – 1-Apr-23 Relative TSR 0.44 1-Apr-23 Adjusted EPS 1-Apr-23 Reputation 0.92 0.92 – – – 438,715 438,715 376,042 – – – – – – (287,154) 224,548 (861,490) 673,668 – – – – 1,818,278 438,715 438,715 376,042 3,865,138 1,253,472 – (1,148,644) 3,969,966 12-Sep-19 CAGR of TSR 1.21 552,486 – 30-May-22 Relative TSR 0.59 636,132 1-Apr-23 Relative TSR 0.44 1-Apr-23 Adjusted EPS 1-Apr-23 Reputation 0.92 0.92 – – – 166,277 166,277 142,523 1,188,618 475,077 12-Sep-19 CAGR of TSR 1.21 276,243 – 30-May-22 Relative TSR 0.59 318,066 1-Apr-23 Relative TSR 0.44 1-Apr-23 Adjusted EPS 1-Apr-23 Reputation 0.92 0.92 – – – 107,440 107,441 92,092 594,309 306,973 Blair Vernon 5 1-Jan-21 Relative TSR 0.81 406,161 30-May-22 Relative TSR 0.59 791,631 1-Apr-23 Relative TSR 0.44 186,517 1-Apr-23 Adjusted EPS 1-Apr-23 Reputation 0.92 0.92 186,517 159,871 1,730,697 Total – – – – – – – – – – – – – – – – – – – – – – – – (552,486) – – – – – 636,132 166,277 166,277 142,523 (552,486) 1,111,209 (276,243) – – – – – 318,066 107,440 107,441 92,092 (276,243) 625,039 (406,161) – – – – – 791,631 186,517 186,517 159,871 (406,161) 1,324,536 – – – – – – – – – – – – – – – – – – – – – – – – – 1 Relates to the 2023 LTI plan. Refer to section 3.2 for further information. 2 During the 2023 financial year, no long term incentive performance rights vested. 3 Performance Rights granted under the 2019 Transformation Incentive Plan (with a grant date of 12 September 2019) lapsed after the minimum threshold for any vesting was not satisfied. Performance Rights granted under the 2021 LTI plan (with a grant date of 1 January 2021) lapsed after the minimum threshold for any vesting was not satisfied. For Alexis George (CEO), Performance Rights with a grant date of 9 August 2021 were performance tested on 22 November 2023 and lapsed after the minimum ATSR and RTSR thresholds for any vesting was not satisfied. Refer to section 4 for further information. 4 There are no options or performance rights held by any KMP’s related parties and no options or performance rights held indirectly or beneficially by our KMP. As at 31 December 2023, there were no performance rights vested, or vested and exercisable or vested and unexercisable. No amount is payable by the Executive KMP on grant, vesting or exercise of their performance rights. Any performance rights that vest following the testing of the performance condition will be automatically exercised and any performance rights that do not vest following the performance testing will lapse (and expire) at that time. 5 The opening balances shown for Blair Vernon reflects his holding on the date he became KMP. Refer to Section 2.1 for further information. Grant date Performance measure Fair value per right Former Executive KMP Holding at 1 Jan 2023 Granted 1 Vested 2 Lapsed/ cancelled 3 Held on 31 Dec 2023 4 Rights exercised to AMP Limited shares Peter Fredricson 5 Total James Georgeson 5 Total Scott Hartley 5 1-Apr-23 Relative TSR 0.44 1-Apr-23 Adjusted EPS 1-Apr-23 Reputation 0.92 0.92 – – – – 191,858 191,858 164,450 548,166 12-Sep-19 CAGR of TSR 1.21 1,657,458 1-Jan-21 Relative TSR 0.81 454,821 30-May-22 Relative TSR 0.59 795,165 1-Jan-21 Relative TSR 0.81 545,785 30-May-22 Relative TSR 0.59 954,198 2,907,444 – – – – – – 1-Apr-23 Relative TSR 0.44 1-Apr-23 Adj EPS 1-Apr-23 Reputation 0.92 0.92 – – – 230,229 230,229 197,341 Total 1,499,983 657,799 – – – – – – – – – – – – – – (191,858) (191,858) (164,450) (548,166) (1,657,458) (454,821) – – – – – – (354,052) 441,113 (2,466,331) 441,113 (545,785) – (318,646) 635,552 (153,556) (153,556) (131,621) 76,673 76,673 65,720 (1,303,164) 854,618 – – – – – – – – – – – – – – 1 Relates to the 2023 LTI plan. Refer to section 3.2 for further information. 2 During the 2023 financial year, no long term incentive performance rights vested. 3 Performance Rights granted under the 2019 Transformation Incentive Plan (with a grant date of 12 September 2019) lapsed after the minimum threshold for any vesting was not satisfied. Performance Rights granted under the 2021 LTI plan (with a grant date of 1 January 2021) lapsed after the minimum threshold for any vesting was not satisfied. For Alexis George (CEO), Performance Rights with a grant date of 9 August 2021 were performance tested on 22 November 2023 and lapsed after the minimum ATSR and RTSR thresholds for any vesting was not satisfied. Refer to section 4 for further information. 4 There are no options or performance rights held by any KMP’s related parties and no options or performance rights held indirectly or beneficially by our KMP. As at 31 December 2023, there were no performance rights vested, or vested and exercisable or vested and unexercisable. No amount is payable by the Executive KMP on grant, vesting or exercise of their performance rights. Any performance rights that vest following the testing of the performance condition will be automatically exercised and any performance rights that do not vest following the performance testing will lapse (and expire) at that time. 5 For Peter Fredricson, James Georgeson and Scott Harley in the closing balance reflects the dates they ceased to be KMPs. Refer to Section 2.1 for further information. 73 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 74 Remuneration report 7.5 Non-executive director remuneration 7.6 Securities held by non-executive directors The following table shows the remuneration earned by AMP NEDs for 2023. NED Debra Hazelton Andrew Best Rahoul Chowdry Mike Hirst Kathryn McKenzie Michael Sammells Andrea Slattery Total 4 Year 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 Short-term benefits Post-employment benefits Board and committee fees $’000 Additional board duties 1 $’000 Non-monetary benefits 2 $’000 Superannuation 3 $’000 539 536 207 111 246 264 267 257 185 228 246 329 220 255 1,910 1,980 – – 13 5 – – 11 5 23 12 14 13 31 19 92 54 – – – – – – – – – – – – 2 – 2 – 22 25 24 12 26 24 5 13 22 24 26 23 27 27 152 148 Total $’000 561 561 244 128 272 288 283 275 230 264 286 365 280 301 2,156 2,182 1 Additional work and attendance at Technology Transformation and ESG & Sustainability Advisory Groups. The Advisory Groups were dissolved in 2023 after the board determined that they had achieved the key objectives set on their formation. The dissolution of the Advisory Groups was completed on 31 August 2023. 2 Non-monetary benefits consist of related party travel, gifts on compassionate grounds and the associated fringe benefits tax. 3 Superannuation contributions have been disclosed separately in this table but are included in the base NED fees disclosed elsewhere in this report. 4 The total in this table for 2022 of $2.182 million is different to the total for 2022 in the 2022 Remuneration Report as it does not include $82 thousand for former non-executive director John O’Sullivan. The following table details the shareholdings and movements in those shareholdings in AMP Limited held directly, indirectly or beneficially by NEDs or their related parties during the year and as at 31 December 2023. For this purpose, a NED’s related parties are their close family members (as defined in the applicable accounting standard) and any entities over which the NED (or a close family member) has control, joint control or significant influence (whether direct or indirect). NED Debra Hazelton Andrew Best 3 Rahoul Chowdry Michael Hirst Kathryn McKenzie 4 Michael Sammells 5 Andrea Slattery Balance on 1 Jan 2023 # Shares acquired during the year # Shares disposed during the year # Balance on 31 Dec 2023 1 # 400,285 100,000 100,000 200000 198,000 120,000 203,975 – 53,712 – – 20,000 50,000 – – – – – – – – 400,285 153,712 100,000 200,000 218,000 170,000 203,975 Value on 31 Dec 2023 per the MSR 2 $ 519,938 167,708 205,000 222,950 237,551 203,524 296,578 1 As at 31 December 2023 and the date of this report, each of the current NEDs held a ‘relevant interest’ (as defined in the Corporations Act 2001) in the number of AMP shares disclosed above for that NED. 2 The AMP Limited Chair has a minimum requirement of $561,000 (equivalent of the AMP Limited Chair base fee) and the other AMP Limited NEDs have a minimum requirement of $204,000 (equivalent of the AMP Limited NED base fee). The total value of each holding was calculated as at 31 December 2023 using purchase price (per the Non-Executive Director Shareholding Policy, found in Section 6.2). 3 Andrew Best purchased 50,000 AMP Limited shares on 20 February 2023 at a market price of $1.0975 per share and 3,712 AMP Limited Shares were issued on 3 April 2023 under AMP's Dividend Reinvestment Plan. 4 Kathryn McKenzie purchased 20,000 AMP Limited shares on 5 April 2023 at a market price of $1.0925 per share. 5 Michael Sammells purchased 50,000 AMP Limited shares on 22 February 2023 at a market price of $1.0948 per share. 75 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n Directors’ report for the year ended 31 December 2023 Rounding In accordance with the Australian Securities and Investments Commission Corporations Instrument 2016/191, amounts in this directors’ report and the accompanying financial report have been rounded off to the nearest million Australian dollars, unless stated otherwise. Non-audit services The Audit Committee has reviewed details of the amounts paid or payable to the auditor for non-audit services provided to the AMP group during the year ended 31 December 2023, by the company’s auditor, EY. The directors are satisfied that the provision of those non-audit services by the auditor is compatible with the general standard of independence for auditors imposed by the Corporations Act 2001 and did not compromise the auditor independence requirements of the Corporations Act 2001 for the following reasons: — all non-audit assignments were approved by the Chief Financial Officer (CFO), or his nominated delegate, or the Chair of the Audit Committee; — no non-audit assignments were carried out which were specifically excluded by the AMP Charter of Audit Independence; and — the proportion of non-audit fees to audit fees paid to EY, as disclosed in note 6.5 to the financial report is not considered significant enough to compromise EY’s independence or cause a perception of compromise. Signed in accordance with a resolution of the directors. Debra Hazelton Chair Alexis George Chief Executive Officer and Managing Director Sydney, 14 February 2024 76 Remuneration report 8 Section Looking forward to 2024 Following the 2023 AGM, where AMP received a ‘first strike’ against the adoption of its 2022 Remuneration Report, the board sought feedback from shareholders, their representatives and proxy advisors on the matter of remuneration, and we took action to address their key concerns (refer to section 1 for further information). As many of these changes applied to 2023, the remuneration framework for 2024 remains largely unchanged. Furthermore, we do not anticipate any fixed remuneration increases for the CEO and other Executive KMP (unless there is a change in the scope of the role). The 2024 scorecard is consistent with 2023, other than the introduction of the new objective to focus on the Master Trust and KiwiSaver cashflows (which replaces Bank ROC). This new objective and measure for 2024 is introduced to demonstrate a renewed focus on the performance and strategic contributions of our retained businesses. Whilst Bank ROC remains a key focus for management, the overall Bank returns continue to contribute to AMP’s NPAT on both a statutory and underlying basis. The 2024 Scorecard seeks to continue to strike the right balance of financial and non-financial metrics to ensure management’s alignment with shareholders’ interests, while maintaining a material weighting to non-financial metrics, in line with the requirements of APRA’s prudential standard CPS 511. Key result areas Objectives Metric 2024 SCORECARD Financially aligned (60%) Profitability WEIGHTING Deliver profitable returns AMP Net profit after tax (statutory) Deliver sustainable growth AMP Net profit after tax (underlying) 30% Strategy WEIGHTING Grow the Platforms business Platforms net cashflows Master Trust and KiwiSaver cashflows 30% Simplify the business Net YoY improvements on Master Trust & New Zealand Wealth Management net cashflows AMP total controllable costs Non-financial (40%) Customer WEIGHTING Deliver to our customers AMP customer satisfaction 10% People WEIGHTING 10% Deliver an inclusive high-performance culture AMP employee satisfaction AMP inclusion index Reputation WEIGHTING Deliver a positive reputation AMP absolute RepTrak 10% Risk WEIGHTING Effective risk management Deliver within AMP risk appetite 10% 100% Deliver a culture that respects risk Risk culture maturity assessment The overall AMP performance scorecard outcome is subject to board discretion and a risk overview, and is one aspect the board considers in assessing overall performance and determining the incentive pool for STI outcomes 77 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 78 Auditor’s independence declaration to the directors of AMP Limited Financial report for the year ended 31 December 2023 Ernst & Young 200 George Street Sydney NSW 2000 Australia GPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555 Fax: +61 2 9248 5959 ey.com/au As lead auditor for the audit of the financial report of AMP Limited for the financial year ended 31 December 2023, I declare to the best of my knowledge and belief, there have been: a. No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; b. No contraventions of any applicable code of professional conduct in relation to the audit; and c. No non-audit services provided that contravene any applicable code of professional conduct in relation to the audit. This declaration is in respect of AMP Limited and the entities it controlled during the financial year. Ernst & Young Sarah Lowe Partner 14 February 2024 A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation TABLE OF CONTENTS Main statements Consolidated income statement Consolidated statement of comprehensive income Consolidated statement of financial position Consolidated statement of changes in equity Consolidated statement of cash flows About this report Understanding the AMP financial report Section 1: Results for the year Basis of consolidation Material accounting policies Critical judgements and estimates 1.1 Segment performance 1.2 Other operating expenses 1.3 Earnings per share 1.4 Taxes 1.5 Dividends Section 2: 2.1 Loans and advances Loans and advances, investments, intangibles and working capital 2.2 Investments in other financial assets and liabilities 2.3 Intangibles 2.4 Other assets 2.5 Receivables 2.6 Payables 2.7 Fair value information Section 3: Capital structure and financial risk management 3.1 Contributed equity 3.2 Interest-bearing liabilities 3.3 Financial risk management 3.4 Derivatives and hedge accounting 3.5 Capital management Section 4: Employee disclosures 4.1 Defined benefit plans 4.2 Share-based payments Section 5: Group entities Section 6: Other disclosures Directors’ declaration Independent Auditor’s Report 5.1 Controlled entities 5.2 Discontinued operations 5.3 Investments in associates 5.4 Parent entity information 5.5 Related party disclosures 6.1 Notes to Consolidated statement of cash flows 6.2 Commitments 6.3 Right of use assets and lease liabilities 6.4 Provisions and contingent liabilities 6.5 Auditor’s remuneration 6.6 New accounting standards 6.7 Events occurring after reporting date 80 81 82 83 85 86 87 87 88 88 92 93 94 97 98 101 103 104 105 105 106 110 111 112 119 121 123 127 132 133 134 135 137 139 140 140 141 144 145 145 146 147 79 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 80 Consolidated income statement for the year ended 31 December 2023 Consolidated statement of comprehensive income for the year ended 31 December 2023 Fee revenue Interest income using the effective interest method Other investment gains Share of profit from associates Movement in guarantee liabilities Other income Total revenue Fee and commission expenses Staff and related expenses Finance costs Other operating expenses Other investment losses Total expenses Loss before tax Income tax benefit Profit after tax from continuing operations Profit after tax from discontinued operations Profit for the year Earnings per share Basic Diluted Profit per share from continuing operations Basic Diluted Note 1.1(c) 5.3 1.1(c) 1.2 1.4(a) 5.2 1.3 1.3 1.3 1.3 2023 $m 1,372 1,401 31 75 32 65 2022 1 $m 1,402 803 – 80 21 33 2,976 2,339 (684) (581) (1,189) (592) – (3,046) (70) 89 19 246 265 cents 9.3 9.1 0.7 0.6 (689) (589) (591) (526) (1) (2,396) (57) 58 1 386 387 cents 12.0 11.9 – – 1 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Refer to note 5.2. 81 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n Note 2023 $m 19 2022 1 $m 1 81 (24) (1) – 56 (69) 21 (124) 37 (135) 4 4 – – (12) 4 (8) (83) (64) 246 (7) 239 175 (229) 69 (1) – (161) 338 (101) (14) 4 227 23 23 1 1 (1) – (1) 89 90 386 (12) 374 464 Profit after tax from continuing operations Other comprehensive income Items that may be reclassified subsequently to profit or loss Fair value reserve — net gain/(loss) on fair value asset reserve — tax effect on fair value asset reserve (gain)/loss — net amount transferred to profit or loss for the year — tax effect on amount transferred to profit or loss for the year Cash flow hedges — net (loss)/gain on cash flow hedges — tax effect on cash flow hedge loss/(gain) — net amount transferred to profit or loss for the year — tax effect on amount transferred to profit or loss for the year Translation of foreign operations and revaluation of hedge of net investments Items that will not be reclassified subsequently to profit or loss Fair value reserve Defined benefit plans — actuarial losses — tax effect on actuarial losses Other comprehensive (loss)/income for the year from continuing operations Total comprehensive (loss)/income for the year from continuing operations Profit for the year from discontinued operations Other comprehensive loss for the year from discontinued operations Total comprehensive income for the year from discontinued operations Total comprehensive income for the year 4.1(a) 5.2(b) 5.2(b) 5.2(b) 1 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Refer to note 5.2. 82 Consolidated statement of financial position as at 31 December 2023 Consolidated statement of changes in equity for the year ended 31 December 2023 Assets Cash and cash equivalents Receivables Investments in other financial assets Current tax assets Assets held for sale 1 Loans and advances Investments in associates Right of use assets Deferred tax assets Intangibles Other assets Defined benefit plan asset Total assets Liabilities Payables Current tax liabilities Employee benefits Other financial liabilities Liabilities held for sale 1 Provisions Interest-bearing liabilities Lease liabilities Deferred tax liabilities Guarantee liabilities Defined benefit plan liability Total liabilities Net assets Equity Contributed equity Reserves Retained earnings Total equity Note 2.5 2.2 2.1(a) 5.3 6.3(a) 1.4(c) 2.3 2.4 4.1(a) 2.6 2.2 6.4 3.2 6.3(b) 1.4(c) 4.1(a) 3.1 2023 $m 1,440 426 5,368 83 – 2022 $m 1,816 405 5,825 76 746 24,530 24,080 803 329 640 209 48 – 771 396 556 198 65 12 33,876 34,946 185 23 140 179 – 508 28,382 536 16 32 1 209 57 178 294 140 297 28,962 569 5 64 – 30,002 30,775 3,874 4,171 4,664 239 (1,029) 3,874 5,002 297 (1,128) 4,171 1 Assets and liabilities held for sale as at 31 December 2022 included AMP Capital's real estate and infrastructure equity businesses. d e t i i m L P M A f o s r e d l o h e r a h s o t e l b a t u b i r t t a y t i u q E m $ m $ m $ m $ d e n i a t e R s g n i n r a e s e v r e s e r s e v r e s e r l a t o T s t n e m t s e v n i e g d e h e v r e s e r m $ e u l a v e v r e s e r t e n f o n g i e r o F y c n e r r u c n o i t a l s n a r t e g d e h d n a w o l f h s a C r i a F m $ m $ m $ m $ 2 e v r e s e r 1 e v r e s e r e v r e s e r y t i u q e s t i f o r P l a t i p a C s t i f o r p - e r a h S d e s a b t n e m y a p d e t u b i r t n o C m $ l a t o T y t i u q e 2 1 1 7 1 4 , 3 8 1 4 , 9 1 6 4 2 ) 3 8 ( ) 7 ( 5 7 1 9 ) 3 4 3 ( ) 5 4 1 ( – ) 2 ( ) 3 ( ) 8 2 1 1 ( , 7 9 2 2 1 ) 6 1 1 1 ( , 9 1 6 4 2 ) 8 ( – 7 5 2 – – ) 5 4 1 ( ) 2 2 ( – ) 3 ( – – – 7 9 2 ) 5 7 ( ) 7 ( ) 2 8 ( 9 ) 5 ( – 2 2 ) 2 ( – 5 7 – 5 7 – – 4 ) 7 ( ) 3 ( – – – – – – 5 6 2 – 5 6 2 – – ) 5 3 1 ( – ) 5 3 1 ( – – – – – – – ) 7 2 1 ( ) 7 2 1 ( – – 6 5 – 6 5 – – – – – – – – – – – – – – – – – 2 2 – – 2 2 – ) 2 3 ( ) 2 3 ( – – – – – – – – – ) 2 ( – ) 4 3 ( 6 1 1 – 6 1 1 – – – – – 9 – – – – – – 2 0 0 5 , – 2 0 0 5 , – – – – – – – – ) 5 ( ) 8 3 3 ( 0 2 1 4 6 6 , 4 s n o i t a r e p o g n u n i t n o c m o r f i ) s s o l ( / e m o c n i e v i s n e h e r p m o c r e h t O s n o i t a r e p o d e u n i t n o c s i d m o r f s s o l e v i s n e h e r p m o c r e h t O r a e y e h t f o g n i i n n g e b e h t l t a e c n a a b d e t a t s e R s n o i t a r e p o d e u n i t n o c s i d m o r f t i f o r P s n o i t a r e p o g n u n i t n o c m o r f i t i f o r P ) s s o l ( / e m o c n i e v i s n e h e r p m o c l a t o T e s n e p x e t n e m y a p d e s a b - e r a h S s e s a h c r u p e r a h S s t s e r e t n i g n i l l o r t n o c - n o n f o s n o i t i s i u q c a d n a s e a S l e v r e s e r s t i f o r p o t s r e f s n a r T n o i t u b i r t s i d e b a t i r a h c l n o i t a d n u o F P M A r a e y e h t f o d n e e h t t a e c n a a B l i d a p s d n e d v D i i r a e y e h t f o g n i i n n g e b e h t t a e c n a a B l 3 2 0 2 j 3 s t n e m t s u d a s g n n r a e d e n a t e R i i 4 7 8 3 , ) 9 2 0 1 ( , 9 3 2 2 7 0 3 1 ) 1 7 ( i i s d n e d v d d e k n a r f f o t n e m y a p e b a n e o t e b a l l l i a v a e r a s t i f o r p h c u S . r e t c a r a h c t i f o r p r i e h t e v r e s e r p o t e v r e s e r e t a r a p e s a o t d e r r e f s n a r t p u o r g e h t i n h t i w s e i t i t n e f o s t i f o r p s t n e s e r p e r e v r e s e r s t i f o r p e h T . s r a e y e r u t u f n i . p u o r g P M A e h t e d i s t u o s e i t i t n e m o r f r o o t s e i t i t n e d e l l o r t n o c n i s t s e r e t n i y t i r o n m i f o n o i t i s i u q c a r o e a s e h t n o P M A l l f o s r e d o h e r a h s o t e b a t u b i r t t a s e s s o l l i d n a s n a g s t n e s e r p e r e v r e s e r s t i f o r p l a t i p a c e h T 1 2 d e s i l a e r d n a ; 7 8 e g a p n o s e c i i l o p g n i t n u o c c a l a i r e t a M e h t n i d e n i l t u o t n e m t a e r t e h t h t i w s n a o l d e r i a p m i - t i d e r c n o d e s i n g o c e r e m o c n i t s e r e t n i f o s t n e m t a e r t g n i t n u o c c a s t i d e n g i l a k n a B P M A , 3 2 0 2 n I 3 f o t c a p m i e h t s t c e l f e r i i s g n n r a e d e n a t e r g n n e p o 3 2 0 2 o t i t n e m t s u d a e h T j . e s i r a y e h t h c h w n i i d o i r e p e h t n i d e s i n g o c e r e b o t l s e s s o / s n a g d e s i l i a e r r o f y c i l o p e h t h t i w , s t i s o p e d l a r e t a l l o c n o s e s s o / s n a g i l . l a i r e t a m t o n s a w t c a p m i e h t s a d e t a t s e r n e e b t o n e v a h s r e b m u n ' s r a e y r o i r P . s r a e y r o i r p n o s e g n a h c e s e h t 83 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 84 Consolidated statement of changes in equity for the year ended 31 December 2023 Consolidated statement of cash flows for the year ended 31 December 2023 m $ l a t o T y t i u q e m $ t s e r e t n i m $ y t i u q e - n o N l a t o T g n i l l o r t n o c r e d l o h e r a h s m $ d e n i a t e R s g n i n r a e l a t o T t e n f o n g i e r o F y c n e r r u c n o i t a l s n a r t e g d e h d n a s t n e m t s e v n i m $ m $ s e v r e s e r s e v r e s e r m $ e g d e h e v r e s e r w o l f h s a C m $ e v r e s e r e u l a v r i a F m $ l a t i p a C s t i f o r p 1 e v r e s e r m $ - e r a h S d e s a b e v r e s e r t n e m y a p m $ e v r e s e r m $ y t i u q e r e g r e m e D d e t u b i r t n o C d e t i i m L P M A f o s r e d l o h e r a h s o t e l b a t u b i r t t a y t i u q E 3 8 9 3 , 1 6 8 3 9 8 ) 2 1 ( 1 1 4 6 4 ) 7 7 2 ( – – ) 8 ( ) 2 ( 1 7 1 4 , 3 – – – – – – – – – ) 3 ( – – 0 8 9 3 , ) 3 9 8 3 ( , ) 7 2 3 , 2 ( 4 6 8 3 2 3 ) 7 2 ( 2 3 1 ) 6 6 5 , 2 ( 0 0 2 0 1 , r a e y e h t f o g n i i n n g e b e h t t a e c n a a B l 2 2 0 2 1 7 1 4 , ) 8 2 1 1 ( , 1 6 8 3 9 8 ) 2 1 ( 1 1 4 6 4 ) 7 7 2 ( – – ) 5 ( ) 2 ( 1 6 8 3 ) 1 ( – – – 6 8 3 1 3 9 4 , – – 0 9 ) 2 1 ( 8 7 1 1 – ) 0 1 ( ) 0 5 5 , 2 ( 0 5 5 , 2 – ) 2 ( ) 5 ( – 7 9 2 – – 3 2 ) 2 1 ( 1 1 – – – – – – – – – – – – 7 2 2 ) 0 6 1 ( 7 2 2 ) 0 6 1 ( – – – – – – – – – 1 – – 5 7 5 6 2 ) 7 2 1 ( – – – – – – – – – ) 5 ( – ) 2 3 ( – – – – – 1 1 ) 0 1 ( – ) 7 1 ( – – 6 1 1 – – – – – – – – – – – 6 6 5 , 2 – – – – – – – – – ) 7 6 2 ( ) 1 3 9 4 ( , s n o i t a r e p o g n u n i t n o c m o r f i ) s s o l ( / e m o c n i e v i s n e h e r p m o c r e h t O m o r f s s o l e v i s n e h e r p m o c r e h t O s n o i t a r e p o d e u n i t n o c s i d e s n e p x e t n e m y a p d e s a b - e r a h S e v i s n e h e r p m o c l a t o T ) s s o l ( / e m o c n i 3 n o i t c u d e r l a t i p a C s e s a h c r u p e r a h S d e u n i t n o c s i d m o r f t i f o r P 2 s n o i t a r e p o i g n u n i t n o c m o r f t i f o r P 2 s n o i t a r e p o i 4 s g n n r a e d e n a t e r o t i s r e f s n a r T l e b a t i r a h c n o i t a d n u o F P M A n o i t u b i r t s i d f o s n o i t i s i u q c a d n a s e a S l s t s e r e t n i g n i l l o r t n o c - n o n 2 0 0 5 , r a e y e h t f o d n e e h t t a e c n a a B l . p u o r g P M A e h t e d i s t u o s e i t i t n e m o r f r o o t s e i t i t n e d e l l o r t n o c n i s t s e r e t n i y t i r o n m i f o n o i t i s i u q c a r o e a s e h t l n o P M A l f o s r e d o h e r a h s o t e b a t u b i r t t a s e s s o l l i d n a s n a g s t n e s e r p e r e v r e s e r s t i f o r p l a t i p a c e h T d e s i n g o c e r s e s s o l t n e n a m r e p c i r o t s i h g n i t n e s e r p e r , , m 1 3 9 4 $ y b l a t i p a c e r a h s ’ s P M A e c u d e r o t d e v o s e r d r a o b P M A e h t l , 1 0 0 2 t c A s n o i t a r o p r o C e h t f o F 8 5 2 n o i t c e s h t i w e c n a d r o c c a n i , 2 2 0 2 r e b m e c e D n I e r u t a m d n a n o i t c e t o r p h t l a e w s P M A o t g n i t a e r l ’ s e s s o l d n a s e s s o l r e g r e m e d K U g n d u i l c n i , e t a r e p o r e g n o l o n i h c h w s e s s e n i s u b m o r f e s o r a s e s s o l e s o h T . s d o i r e p g n i t r o p e r r o i r p n i p u o r g P M A e h t y b . 2 . 5 e t o n o t r e f e R . i s i s a b s n o i t a r e p o g n u n i t n o c a n o e b o t d e t a t s e r n e e b e v a h 2 2 0 2 r e b m e c e D 1 3 d e d n e r a e y e h t r o f s t l u s e R 1 2 3 t n e m e t a t s d e t a d i l o s n o C e h t l n o d e s o c s i d s a s e s s o l i d e n a t e r d n a y t i u q e d e t u b i r t n o c ’ s P M A g n c u d e r i f o t c e f f e e h t d a h l a t i p a c e r a h s o t t n e m t s u d a e h T j . 0 2 0 2 n i e f i L l l n o i t u o s e R o t d o s e r e w h c h w s e s s e n i s u b i Note Cash flows from operating activities Cash receipts in the course of operations Interest received Dividends and distributions received Cash payments in the course of operations Net movement in loans and advances Net movement in deposits from customers Finance costs Income tax benefit received Net cash (used in)/provided by operating activities 6.1 Cash flows from investing activities Net proceeds/(payments) from sale or acquisition of: — investments in financial assets — operating and intangible assets — AMP Capital and SMSF businesses — Resolution Life Non-Operating Holding Company, AMP Capital's Global Equities and Fixed Income (GEFI) business and Infrastructure Debt platform — other operating controlled entities and investments in associates accounted for using the equity method Payments for loan book acquisition 2023 $m 1,419 1,368 32 (1,907) (456) 557 (1,138) 20 (105) 373 (32) 910 – – – 2022 $m 1,975 834 78 (2,873) (1,605) 2,947 (465) 72 963 (1,782) (30) – 980 (59) (434) Net cash provided by/(used in) investing activities 1,251 (1,325) Cash flows from financing activities Net movement in borrowings – banking operations Net movement in borrowings – non-banking operations Share buy-backs Purchase of shares relating to share-based payments arrangements Payments for the principal portion of lease liabilities Dividends paid Net cash used in financing activities Net decrease in cash and cash equivalents Cash and cash equivalents at the beginning of the year 1 Cash and cash equivalents prior to deconsolidation and transfers Cash and cash equivalents deconsolidated Cash and cash equivalents at the end of the year Cash and cash equivalents classified as assets held for sale Cash and cash equivalents per Consolidated statement of financial position (728) (486) (338) (5) (35) (145) (1,737) (591) 2,031 1,440 – 1,440 – 1,440 243 (437) (267) (10) (40) – (511) (873) 2,911 2,038 (7) 2,031 (215) 1,816 1 Cash and cash equivalents at the beginning of the year has been restated to exclude $133m of debt securities as they were previously included as cash equivalents for the purposes of the Consolidated statement of cash flows. . e v r e s e r r e g r e m e d e h t f o n o i t a c l i f i s s a c e r e h t s t n e s e r p e r y l i r a m i i r p s g n n r a e d e n a t e r o t i s r e f s n a r T 4 . d e u s s i s e r a h s f o r e b m u n ’ s y n a p m o c e h t r o p u o r g d e t a d i l o s n o c e h t f o l a t i p a c l y r o t a u g e r d n a , s w o l f h s a c , s t l u s e r l i a c n a n i f , s t e s s a t e n e h t n o t c a p m i o n d a h t n e m t s u d a e h T j . y t i u q e n i s e g n a h c f o 85 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 86 Notes to the financial statements for the year ended 31 December 2023 About this report This section outlines the structure of the AMP group, information useful to understand the AMP group’s financial report and the basis on which the financial report has been prepared. (a) Understanding the AMP financial report The AMP group (AMP) is comprised of AMP Limited (the parent), a holding company incorporated and domiciled in Australia, and the entities it controls (subsidiaries or controlled entities). The consolidated financial statements of AMP Limited include the financial information of its controlled entities and investments in associates. The consolidated financial report: — is a general purpose financial report; — has been prepared in accordance with the requirements of the Corporations Act 2001, Australian Accounting Standards, including Australian Accounting Interpretations adopted by the Australian Accounting Standards Board (AASB) and International Financial Reporting Standards (IFRSs) as issued by the International Accounting Standards Board; — is presented in Australian dollars with all values rounded to the nearest million dollars ($m), unless otherwise stated; — has been prepared on a going concern basis generally using a historical cost basis; however where permitted under accounting standards, a different basis may be used, including the fair value basis; — presents assets and liabilities on the face of the Consolidated statement of financial position in decreasing order of liquidity and therefore does not distinguish between current and non-current items; — presents reclassified comparative information where required for consistency with the current year’s presentation within the financial report, including restated comparative information to reflect the impact of discontinued operations as detailed in note 5.2. AMP Limited is a for-profit entity and is limited by shares. The financial statements for the year ended 31 December 2023 were authorised for issue on 14 February 2024 in accordance with a resolution of the directors. Sale of AMP Capital International Infrastructure Equity business On 3 February 2023, AMP announced the completion of the sale of AMP Capital’s international infrastructure equity business to DigitalBridge Investment Holdco, LLC which had previously been announced on 28 April 2022. Total transaction value was $582m, comprising $520m cash, $57m of value from retained estimated future carry and performance fees and $5m of gains on foreign exchange hedges of the estimated consideration between signing and completion. In addition, AMP remains eligible for a further cash earn-out of up to $180m which is contingent on future fund raisings. The results of this business have been classified as discontinued operations in the Consolidated income statement (refer to note 5.2). Domestic Real Estate and Infrastructure Equity businesses On 24 March 2023, AMP announced the first stage of completion of the sale and transfer of the AMP Capital real estate and domestic infrastructure equity business to Dexus, after both parties entered into a non-binding term sheet which contemplated a revised transaction structure with a two-stage completion process. In the first stage, the revised transaction structure allowed the transfer to Dexus of most legal entities (holding the majority of the AMP Capital domestic assets and management rights) as well as employees. The total consideration received for the first stage was $335m. On 30 November 2023, AMP announced the second stage of completion had occurred and the payment of the remaining $50m of the base purchase price which was contingent on the transfer of CLAMP had been received. The results of the Domestic Real Estate and Infrastructure Equity businesses have been classified as discontinued operations in the Consolidated income statement (refer to note 5.2). Sale of SuperConcepts Self-Managed Superannuation Fund (SMSF) administration and software businesses On 8 June 2023, AMP announced it has entered into an agreement to sell its SMSF administration and software business, SuperConcepts, to a private management group and Pemba Capital Partners. The sale completed on 30 June 2023, and total consideration of approximately $5m was received. The results of this business have been classified as discontinued operations in the Consolidated income statement (refer to note 5.2). (b) Basis of consolidation Entities are fully consolidated from the date of acquisition, being the date on which the AMP group obtains control, and continue to be consolidated until the date that control ceases. Control exists where the AMP group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Income, expenses, assets, liabilities and cash flows of controlled entities are consolidated into the AMP group financial statements, along with those attributable to the shareholders of the parent entity. All inter-company transactions are eliminated in full, including unrealised profits arising from intra-group transactions. Materiality Information has only been included in the financial report to the extent that it has been considered material and relevant to the understanding of the financial statements. A disclosure is considered material and relevant if, for example: — the amount in question is significant because of its size or nature; — it is important for understanding the results of the AMP group; — it helps explain the impact of significant changes in the AMP group; and/or — it relates to an aspect of the AMP group’s operations that is important to its future performance. (c) Material accounting policies The material accounting policies adopted in the preparation of the financial report are contained in the notes to the financial statements to which they relate. All accounting policies have been consistently applied to the current year and comparative period, unless otherwise stated. Where an accounting policy relates to more than one note or where no note is provided, the accounting policies are set out below. Interest income and interest expense, dividend and distribution income Interest income and interest expense on financial assets and financial liabilities measured at amortised cost are recognised in the Consolidated income statement using the effective interest method. Revenue from dividends and distributions is recognised when the AMP group’s right to receive payment is established. Foreign currency transactions Transactions, assets and liabilities denominated in foreign currencies are translated into Australian dollars (the functional currency) using the following applicable exchange rates: Foreign currency amount Transactions Monetary assets and liabilities Applicable exchange rate Date of transaction Reporting date Non-monetary assets and liabilities carried at fair value Date fair value is determined Foreign exchange gains and losses resulting from translation of foreign exchange transactions are recognised in the Consolidated income statement, except for qualifying cash flow hedges and hedges of net investments in foreign operations, which are deferred to equity. On consolidation the assets, liabilities, income and expenses of foreign operations are translated into Australian dollars using the following applicable exchange rates: Foreign currency amount Income and expenses Assets and liabilities Equity Reserves Applicable exchange rate Average exchange rate Reporting date Historical date Reporting date Foreign exchange differences resulting from translation of foreign operations are initially recognised in the foreign currency translation reserve and subsequently transferred to the Consolidated income statement on disposal of the foreign operation. 87 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 88 Notes to the financial statements for the year ended 31 December 2023 (d) Critical judgements and estimates Preparation of the financial statements requires management to make judgements, estimates and assumptions about future events. Information on critical judgements and estimates considered when applying the accounting policies can be found in the following notes: Accounting estimates and judgements Note description Note # Page Taxes Taxes Impairment of financial assets Expected credit losses (ECLs) Financial assets and liabilities measured at fair value Investments in other financial assets and liabilities Goodwill and acquired intangible assets Intangibles Defined benefit obligations Discontinued operations Defined benefit plans Discontinued operations Right of use assets and lease liabilities Right of use asset and lease liabilities Provisions and contingent liabilities Provisions and contingent liabilities 1.4 2.1 2.2 2.3 4.1 5.2 6.3 6.4 96 100 102 104 126 134 141 143 1 Section Results for the year This section provides insights into how the AMP group has performed in the current year and provides additional information about those individual line items in the financial statements that the directors consider most relevant in the context of the operations of the AMP group. Statutory measures of performance disclosed in this report are: — Statutory earnings per share (EPS) – basic and diluted, and — Profit/(loss) after tax attributable to the shareholders of AMP. NPAT (underlying) is AMP’s key measure of business performance. This performance measure is disclosed for each AMP operating segment within Segment performance. 1.1 Segment performance 1.2 Other operating expenses 1.3 1.4 Earnings per share Taxes 1.5 Dividends 1.1 Segment performance The AMP group identifies its operating segments based on separate financial information that is regularly reviewed by the Chief Executive Officer and the executive team in assessing performance and determining the allocation of resources. The operating segments are identified according to the nature of profit generated and services provided, and their performance is evaluated based on a post-tax operating earnings basis. On 29 May 2023, AMP announced the removal of the Australian Wealth Management construct from its financial reporting to reflect the simplification of AMP’s operating model. Platforms, Master Trust and Advice results are reported individually. Reportable segment Segment description AMP Bank Platforms Master Trust Advice AMP Bank offers residential mortgages, business financing, deposits and transactional banking services. Platforms provides superannuation, retirement and investment solutions, enabling advisers and their clients to build a personalised investment portfolio on AMP’s flagship North platform. Master Trust offers market competitive superannuation and pension solutions to individuals and through workplace super. Advice provides professional services to a network of aligned and Independent Financial Advisers (IFAs). These advisers provide financial advice and wealth solutions to their clients, including retirement planning, investments and financing. In addition to supporting this network of advisers, the Advice business partners with a number of advice practices via equity ownership to support their growth. 89 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 1.1 Segment performance continued Reportable segment Segment description New Zealand Wealth Management (NZWM) Group New Zealand Wealth Management provides clients with a variety of wealth management solutions including KiwiSaver, corporate superannuation, retail investments and general insurance. It also operates a wholly owned distribution business operating under the AdviceFirst and enable.me brands. Group includes strategic partnerships, Group costs not recovered from business units, investment income and interest expense on corporate debt. (a) Segment profit 2023 Segment profit/(loss) after income tax AMP Bank Platforms Master Trust $m 93 $m 90 $m 53 Segment revenue 389 333 343 Presentation adjustments 1 Total statutory revenue from contracts with customers Other segment information Income tax (expense)/ benefit Depreciation and amortisation Investment income 2022 2 Segment profit/(loss) after income tax Segment revenue Presentation adjustments 1 Total statutory revenue from contracts with customers Other segment information Income tax (expense)/ benefit Depreciation and amortisation Investment income (40) (9) – 103 397 (44) (10) – (38) (10) 14 (23) (1) 5 65 53 297 384 (28) (13) 5 (22) (3) 3 Advice $m NZWM $m Group $m 34 (27) Total $m 196 (47) 50 22 (2) – (68) 56 32 (7) – 135 58 1,308 129 1,437 (70) (23) 83 184 1,348 87 1,435 (52) (34) 53 (14) (1) – 32 125 (13) (1) – 23 – 64 (1) 89 23 – 45 1 Presentation adjustments primarily reflect the difference between total segment revenue and statutory revenue from contracts with customers, as required by AASB 15 Revenue from Contracts with Customers. These adjustments include revenue from sources other than contracts with customers and expense items which are presented net in the segment results, but presented gross in the Consolidated income statement. 2 The results for the year ended 31 December 2022 have been re-presented to be consistent with the current year presentation of operating segments. 90 Notes to the financial statements for the year ended 31 December 2023 1.1 Segment performance continued 1.1 Segment performance continued (b) The following table allocates the disaggregated segment revenue from contracts with (d) Reconciliations customers to the group’s operating segments (see note 1.1(a)): 2023 AUM based revenue Net interest income Strategic partnerships 1 Other revenue 2 Total segment revenue per segment note Presentation adjustments 3 Total statutory revenue from contracts with customers 2022 4 AUM based revenue Net interest income Strategic partnerships 1 Other revenue 2 Total segment revenue per segment note Presentation adjustments 3 Total statutory revenue from contracts with customers AMP Bank Platforms Master Trust Advice NZWM $m – 373 – 16 $m 320 – – 13 $m 343 – – – $m – – – 50 $m 88 – – 47 Group $m – – 58 – Total $m 751 373 58 126 389 333 343 50 135 58 1,308 – 382 – 15 319 – – (22) 383 – – 1 397 297 384 – – – 56 56 129 1,437 794 382 89 83 92 – – 33 – – 89 – 125 89 1,348 87 1,435 Segment profit after income tax differs from profit/(loss) attributable to shareholders of AMP Limited due to the exclusion of the following items: Total segment profit after income tax Litigation and remediation related costs Transformation cost out Impairments Separation costs Other items 2 Amortisation of intangible assets Discontinued operations 3 Net profit after tax 2023 $m 196 (99) (51) (10) – 226 (4) 7 265 2022 1 $m 184 (25) (61) (68) (90) 400 (4) 51 387 1 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Refer to note 5.2. 2 Other items substantively comprise the gain on sale of AMP Capital and SMSF businesses for the year ended 31 December 2023 and gain on sale of the Infrastructure Debt platform for the year ended 31 December 2022, permanent tax differences and other one-off related impacts. 3 Includes the results of SMSF, International Infrastructure Equity, Real Estate and Domestic Infrastructure Equity businesses for the year ended 31 December 2023 (2022: It included the results of SMSF, International and Domestic Infrastructure Equity, Real Estate, Infrastructure Debt, Global Equities and Fixed Income businesses). Total segment revenue differs from Total revenue as follows: Total segment revenue Add revenue excluded from segment revenue — Other income Add back expenses netted against segment revenue — Interest expense related to AMP Bank — External investment manager and adviser fees paid in respect of certain assets under management Movement in guarantee liabilities Total revenue 2023 $m 1,308 65 1,116 455 32 2,976 2022 1 $m 1,348 33 502 435 21 2,339 Includes profit contributions from CLPC, CLAMP, PCCP and sponsor investments. 1 2 Includes Advice, North Guarantee and NZWM other revenues. 3 Presentation adjustments primarily reflect the difference between total segment revenue and statutory revenue from contracts with customers, as required by AASB 15 Revenue from Contracts with Customers . These adjustments include revenue from sources other than contracts with customers and expense items which are presented net in the segment results, but presented gross in the Consolidated income statement. 4 The results for the year ended 31 December 2022 have been re-presented to be consistent with the current year presentation of operating segments. 1 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Refer to note 5.2. (e) Segment assets Segment asset information has not been disclosed because the balances are not used by the Chief Executive Officer or the executive team for evaluating segment performance, or in allocating resources to segments. (c) Statutory revenue: Statutory revenue from contracts with customers Fee revenue — Investment management and related fees — Financial advisory fees 2 Other income Total statutory revenue from contracts with customers 2023 $m 800 572 1,372 65 1,437 2022 1 $m 806 596 1,402 33 1,435 1 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Refer to note 5.2. 2 A substantial majority of the financial advisory fees received are paid to advisers. For statutory reporting purposes, financial advisory fees are presented gross of the related cost which is presented in fee and commission expenses in the Consolidated income statement. 91 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 92 Notes to the financial statements for the year ended 31 December 2023 1.1 Segment performance continued 1.3 Earnings per share Accounting policy – recognition and measurement Revenue from contracts with customers For AMP, revenue from contracts with customers arises primarily from the provision of investment management and financial advisory services. Revenue is recognised when control of services is transferred to the customer at an amount that reflects the consideration which AMP is entitled to in exchange for the services provided. As the customer simultaneously receives and consumes the benefits as the service is provided, control is transferred over time. Accordingly, revenue is recognised over time. Fee rebates provided to customers are recognised as a reduction in fee revenue. Investment management and related fees Fees are charged to customers in connection with the provision of investment management and other related services. These performance obligations are satisfied on an ongoing basis, usually daily, and revenue is recognised as the service is provided. Financial advisory fees Financial advisory fees consist of fee-for-service revenue and commission income which are earned for providing customers with financial advice and performing related advisory services. These performance obligations are satisfied over time. Accordingly, revenue is recognised over time. A substantial majority of the financial advisory fees received are paid to advisers. Financial advisory fees are presented gross of the related cost which is presented in Fees and commission expenses in the Consolidated income statement. 1.2 Other operating expenses Impairment of intangibles Movement in expected credit losses Information technology and communication Lease related impairments and provisions Professional and consulting fees Amortisation of intangibles Depreciation of property, plant and equipment Other expenses 2 Total other operating expenses 2023 $m (3) (12) (131) (21) (124) (26) (44) (231) (592) 2022 1 $m (9) (11) (186) (52) (87) (44) (49) (88) (526) 1 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Refer to note 5.2. 2 Includes litigation expenses of $136m, net of recovery from insurers, relating to class actions (2022: $nil). Basic earnings per share Basic earnings per share is calculated based on Profit attributable to shareholders of AMP and the weighted average number of ordinary shares outstanding. Diluted earnings per share Diluted earnings per share is based on Profit attributable to shareholders of AMP and the weighted average number of ordinary shares outstanding after adjustments for the effects of all dilutive potential ordinary shares, such as options and performance rights. Profit attributable to shareholders of AMP Continuing operations Discontinued operations Profit attributable to shareholders of AMP Weighted average number of ordinary shares for basic EPS 2 Add: potential ordinary shares considered dilutive 2023 $m 2022 1 $m 19 246 265 2023 millions 2,860 42 1 386 387 2022 millions 3,213 51 Weighted average number of ordinary shares used in the calculation of dilutive earnings per share 2,902 3,264 Earnings per share Basic Diluted Earnings per share for continuing operations Basic Diluted 2023 cents 9.3 9.1 0.7 0.6 2022 cents 12.0 11.9 – – 1 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Refer to note 5.2. 2 The weighted average number of ordinary shares outstanding is calculated after deducting the weighted average number of treasury shares held during the year. Earnings per share for discontinued operations Basic Diluted 8.6 8.5 12.0 11.9 93 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 94 Notes to the financial statements for the year ended 31 December 2023 1.4 Taxes Our taxes This sub-section outlines the impact of income taxes on the results and financial position of AMP. In particular: — the impact of tax on the reported result; — amounts owed to/receivable from the tax authorities; and — deferred tax balances that arise due to differences in the tax and accounting treatment of balances recorded in the financial report. These financial statements include the disclosures relating to tax required under accounting standards. Further information on AMP’s tax matters can be found in the AMP Tax Report at amp.com.au/shares. (a) Income tax benefit The following table provides a reconciliation of differences between prima facie tax calculated as 30% of the profit or loss before income tax for the year and the income tax expense or benefit recognised in the Consolidated income statement for the year. Loss before tax Tax at the Australian tax rate of 30% (2022: 30%) Non-deductible expenses Non-taxable income Other items Over provided in previous years Differences in overseas tax rates Income tax benefit per Consolidated income statement (b) Analysis of income tax benefit Current tax benefit/(expense) (Decrease)/increase in deferred tax assets 2 Decrease/(increase) in deferred tax liabilities 3 Income tax benefit 2023 $m 2022 1 $m (70) 21 (23) 22 33 35 1 89 69 (84) 104 89 (57) 17 (23) 41 2 19 2 58 (2) 197 (137) 58 1 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Refer to note 5.2. 2 Deferred Tax Assets (DTAs) before offset adjustments increased by $26m, of which $15m related to discontinued operations. In addition, DTAs related to continuing operations increased by $11m, reflecting $95m recognised in the Consolidated statement of comprehensive income (relating to reserves and defined benefit plans), offset by $84m recognised in income tax expense. 3 Deferred Tax Liabilities (DTLs), before offset adjustments, decreased by $47m related to continuing operations, reflecting $104m recognised in income tax benefit, offset by $57m recognised in the Consolidated statement of comprehensive income (relating to reserves and defined benefit plans). 1.4 Taxes continued (c) Analysis of deferred tax balances Analysis of deferred tax assets Expenses deductible in the future years Unrealised investment losses Losses available for offset against future taxable income Lease liabilities Capitalised software expenses Transferred to assets held for sale Other Total deferred tax asset Offset to tax Net deferred tax assets Analysis of deferred tax liabilities Unrealised investment gains Right of use assets Intangible assets Unearned revenue Transferred to liabilities held for sale Other Total deferred tax liability Offset to tax Net deferred tax liabilities (d) Amounts recognised directly in equity Deferred income tax benefit/(expense) related to items taken directly to equity during the year (e) Unused tax losses not recognised Revenue losses Capital losses 1 2023 $m 226 29 352 159 84 – – 850 (210) 640 61 97 25 30 – 13 226 (210) 16 2023 $m 38 2023 $m 212 980 2022 $m 236 58 289 169 108 (37) 1 824 (268) 556 121 118 26 18 (14) 4 273 (268) 5 2022 $m (28) 2022 $m 212 1,115 1 Unused capital losses not recognised do not include projections of capital gain/(loss) from the sales of AMP Capital Holding Limited group entities and small financial planning entities. 95 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 96 Notes to the financial statements for the year ended 31 December 2023 1.4 Taxes continued 1.5 Dividends Any tax impact on income and expense items that are recognised directly in equity is also recognised directly in equity. Previous year final dividend on ordinary shares Accounting policy – recognition and measurement Income tax expense Income tax expense is the tax payable on taxable income for the current period based on the income tax rate for each jurisdiction and adjusted for changes in deferred tax assets and liabilities. These changes are attributable to: — temporary differences between the tax bases of assets and liabilities and their Consolidated statement of financial position carrying amounts; — unused tax losses; and — the impact of changes in the amounts of deferred tax assets and liabilities arising from changes in tax rates or in the manner in which these balances are expected to be realised. Adjustments to income tax expense are also made for any differences between the amounts paid, or expected to be paid, in relation to prior periods and the amounts provided for these periods at the start of the current period. Deferred tax Deferred tax assets and liabilities are recognised for temporary differences and are measured at the tax rates which are expected to apply when the assets are recovered or liabilities are settled, based on tax rates that have been enacted or substantively enacted for each jurisdiction at the reporting date. Deferred tax assets and liabilities are not discounted to present value. Deferred tax assets are recognised for deductible temporary differences and unused tax losses only if it is probable that future taxable amounts will be available to utilise those temporary differences and losses. Tax consolidation AMP Limited and its wholly owned Australian controlled entities are part of a tax-consolidated group, with AMP Limited being the head entity (the company). A tax funding agreement has been entered into by the head entity and the controlled entities in the tax-consolidated group and requires entities to fully compensate the company for current tax liabilities and to be fully compensated by the company for any current or deferred tax assets in respect of tax losses arising from external transactions occurring after 30 June 2003, the implementation date of the tax-consolidated group. Critical accounting estimates and judgements The AMP group is subject to taxes in Australia and other jurisdictions where it has operations. The application of tax law to the specific circumstances and transactions of the AMP group requires the exercise of judgement by management. The tax treatments adopted by management in preparing the financial statements may be impacted by changes in legislation and interpretations or be subject to challenge by tax authorities. Judgement is also applied by management in setting assumptions used to forecast future profitability in order to determine the extent to which the recovery of carried forward tax losses and deductible temporary differences are probable for the purpose of meeting the criteria for recognition as deferred tax assets (DTAs). Future profitability may differ from forecasts which could impact management’s expectations in future periods with respect to the recoverability of DTAs and result in DTA impairments or reversals of prior DTA impairments. Dividends paid and proposed during the year are shown in the table below: Dividend per share (cents) Franking percentage Dividend amount ($m) Payment date Dividends paid 2023 Final 2.0 20% 55 2023 Interim 2.5 20% 70 2022 Final 2.5 20% 75 4 April 2024 29 September 2023 3 April 2023 2022 Interim – – – – 2022 $m – – – 2023 $m 75 70 145 Interim dividend on ordinary shares Total dividends paid 1 1 Total dividends paid includes $nil dividends paid on treasury shares (2022: $nil). Dividend franking credits Franking credits available to shareholders are $58m (2022: $71m), based on a tax rate of 30%. This amount is calculated from the balance of the franking account as at the end of the reporting period, adjusted for franking credits that will arise from the settlement, after the end of the reporting date, of liabilities for income tax and receivables for dividends. The Company’s ability to utilise the franking account credits depends on meeting Corporations Act 2001 requirements to declare dividends. The impact of the proposed dividend will be to reduce the balance of franking credit account by $5m. Franked dividends are franked at a tax rate of 30%. 97 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 98 Notes to the financial statements for the year ended 31 December 2023 2 Section Loans and advances, investments, intangibles and working capital This section highlights the AMP group’s assets and working capital used to support the AMP group’s activities. 2.1 Loans and advances 2.2 Investments in other financial assets and liabilities 2.3 Intangibles 2.4 Other assets 2.5 Receivables 2.6 Payables 2.7 Fair value information 2.1 Loans and advances (a) Loans and advances Housing loans Business finance loans Total loans and advances 1 2 Less: Provisions for impairment Individual provisions – Housing loans – Business finance loans Collective provisions Total provisions for impairment Total net loans and advances Movement in provisions: Individual provision Balance at the beginning of the year Increase in provision – housing loans Bad debts written off Provision released Balance at the end of the year Collective provision Balance at the beginning of the year Increase in provision Balance at the end of the year 2023 $m 24,386 244 24,630 (2) (54) (44) (100) 24,530 66 1 (1) (10) 56 35 9 44 2022 $m 23,929 252 24,181 (2) (64) (35) (101) 24,080 90 – (1) (23) 66 26 9 35 1 Total loans and advances include net capitalised costs of $134m (2022: $119m). 2 Total loans and advances of $18,498m (2022: $18,691m) is expected to be received more than 12 months after the reporting date. 2.1 Loans and advances continued (b) Expected credit losses The following table provides the changes to expected credit losses (ECLs) relating to loans and advances during the year. Stage 1 Stage 2 collective collective Stage 3 collective and individual 2023 Balance at the beginning of the year Transferred to Stage 1 (12-months ECL) Transferred to Stage 2 (lifetime ECL credit impaired) Transferred to Stage 3 (lifetime ECL credit impaired) Increased/(released) provisions during the year Bad debts written off Release of provision for business finance loans Balance at the end of the year 2022 Balance at the beginning of the year Transferred to Stage 1 (12-months ECL) Transferred to Stage 2 (lifetime ECL credit impaired) Transferred to Stage 3 (lifetime ECL credit impaired) Increased/(released) provisions during the year Bad debts written off Release of provision for business finance loans Balance at the end of the year $m 18 7 (1) (1) (7) – – 16 18 12 (1) – (11) – – 18 $m 12 (4) 7 (3) 3 – – 15 8 (2) 2 (1) 5 – – 12 $m 71 (3) (6) 4 11 (1) (7) 69 90 (10) (1) 1 8 (1) (16) 71 Total $m 101 – – – 7 (1) (7) 100 116 – – – 2 (1) (16) 101 Accounting policy – recognition and measurement Financial assets measured at amortised cost – loans and advances and debt securities Loans and advances and debt securities are measured at amortised cost when both of the following conditions are met: — the financial asset is held within a business model with the objective to hold financial assets in order to collect contractual cash flows; and — the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Financial assets measured at amortised cost are initially recognised at fair value plus transaction costs that are directly attributable to the acquisition or issue of the financial asset. These assets are subsequently recognised at amortised cost using the effective interest rate method. Gains and losses are recognised in profit or loss when the asset is derecognised, modified or impaired. Loans and advances are financial assets with fixed or determinable payments that are not quoted in an active market. They arise when AMP Bank provides money directly to a customer, including loans and advances to advisers, and with no intention of trading the financial asset. Loans and advances are initially recognised at fair value, including direct and incremental transaction costs relating to loan origination. They are subsequently measured at amortised cost using the effective interest method, less any provision for impairment. 99 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 100 Notes to the financial statements for the year ended 31 December 2023 2.1 Loans and advances continued 2.2 Investments in other financial assets and liabilities Impairment of financial assets An allowance for expected credit losses (ECLs) is recognised for financial assets measured at amortised cost, debt securities measured at fair value through other comprehensive income (FVOCI) and loan commitments. ECLs are probability weighted estimates of credit losses and are measured as the present value of all cash shortfalls discounted at the effective interest rate of the financial instrument. The key elements in the measurement of ECLs are as follows: — PD – the probability of default is an estimate of the likelihood of default over a given time horizon. — EAD – the exposure at default is an estimate of the exposure at a future default date, taking into account expected changes in the exposure after the reporting date. — LGD – loss given default is an estimate of the loss arising in the case where default occurs at a given time. It is based on the difference between cash flows due to the group in accordance with the contract and the cash flows that the group expects to receive, including from the realisation of any collateral. The group estimates these elements using appropriate credit risk models taking into consideration a number of factors, including the internal and external credit ratings of the assets, nature and value of collateral and forward-looking macro- economic scenarios. Other than ECL on trade receivables, where a simplified approach is taken, the group applies a three-stage approach to measure the ECLs as follows: Stage 1 (12-month ECL) The group collectively assesses and recognises a provision at an amount equal to 12-month ECL when financial assets are current and/or have had a good performance history and are of low credit risk. It includes financial assets where the credit risk has improved and the financial assets have been reclassified from Stage 2 or even Stage 3 based on improved performance observed over a predefined period of time. A financial asset is considered to have low credit risk when its credit risk rating is equivalent to the globally understood definition of ‘investment grade’. Stage 2 (Lifetime ECL – not credit impaired) The group collectively assesses and recognises a provision at an amount equal to lifetime ECL on financial assets where there has been a significant increase in credit risk since initial recognition but the financial assets are not credit impaired. The quantitative criteria used to determine a significant increase in credit risk is a series of relative and absolute thresholds. Financial assets that were 30 days past due at least once over the last six months are deemed to have significant increase in credit risk since initial recognition. For loans and advances, other risk factors like hardship, loan to value ratio (LVR) and loan to income ratio (LTI) are also considered in order to determine a significant increase in credit risk. Stage 3 (Lifetime ECL – credit impaired) The group measures loss allowances at an amount equal to lifetime ECL on financial assets that are determined to be credit impaired based on objective evidence of impairment. Financial assets are classified as impaired when payment is 90 days past due or when there is no longer reasonable assurance that principal or interest will be collected in their entirety on a timely basis. Critical accounting estimates and judgements Impairment of financial assets The impairment provisions (individual and collective) are outputs of ECL models with a number of underlying assumptions regarding the choice of variable inputs and their interdependencies. Elements of the ECL models that are considered accounting estimates and judgements include: — the AMP group’s internal grading which assigns PDs to the individual grades; — the AMP group’s estimates of LGDs arising in the event of default; — the AMP group’s criteria for assessing if there has been a significant increase in credit risk; — development of ECL models, including the various formulas, choice of inputs and assumptions; and — determination of associations between macroeconomic scenarios and their probability weightings, to derive the economic inputs into the ECL models. Future outcomes and macro-economic conditions which differ from management’s assumptions and estimates could result in changes to the timing and amount of credit losses to be recognised. 101 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t 2023 $m 12 315 208 323 858 3,819 3,819 679 12 691 2022 $m 5 255 233 575 1,068 4,150 4,150 599 8 607 5,368 5,825 116 63 179 161 133 294 Financial assets measured at fair value through profit or loss Equity securities Debt securities Unlisted managed investment schemes 1 Derivative financial assets Total financial assets measured at fair value through profit or loss Financial assets measured at fair value through other comprehensive income Debt securities 2 Total financial assets measured at fair value through other comprehensive income Other financial assets measured at amortised cost Debt securities Other financial assets Total other financial assets measured at amortised cost Total other financial assets Other financial liabilities Derivative financial liabilities Collateral deposits held Total other financial liabilities 1 $54m (2022: $53m) of unlisted managed investment schemes are held by AMP Foundation for charitable purposes in accordance with the AMP Foundation Trust Deed. 2 Debt securities measured at fair value through other comprehensive income are assets of AMP Bank. Accounting policy – recognition and measurement Recognition and derecognition of financial assets and liabilities Financial assets and financial liabilities are recognised at the date the AMP group becomes a party to the contractual provisions of the instrument. At initial recognition, financial assets are classified as subsequently measured at fair value through profit or loss, fair value through other comprehensive income (OCI), or amortised cost. The classification of financial assets at initial recognition depends on the financial asset’s contractual cash flow characteristics and the group’s business model for managing them. Financial assets are derecognised when the contractual rights to the cash flows from the financial assets expire or are transferred. A transfer occurs when substantially all the risks and rewards of ownership of the financial asset are passed to an unrelated third party. Financial liabilities are derecognised when the obligation specified in the contract is discharged, cancelled or expires. Financial assets measured at fair value through profit or loss Financial assets measured on initial recognition as financial assets measured at fair value through profit or loss are initially recognised at fair value, determined as the purchase cost of the asset, exclusive of any transaction costs. Transaction costs are expensed as incurred in profit or loss. Any realised and unrealised gains or losses arising from subsequent measurement at fair value are recognised in the Consolidated income statement in the period in which they arise. Financial assets measured at fair value through profit or loss – debt securities Debt securities can be irrevocably designated, at initial recognition, as measured at fair value through profit or loss where doing so would eliminate or significantly reduce a measurement or recognition inconsistency or otherwise results in more relevant information. Fair value on initial recognition is determined as the purchase cost of the asset, exclusive of any transaction costs. Transactions costs are expensed as incurred in profit or loss. Subsequent measurement is determined with reference to the bid price at the reporting date. Any realised and unrealised gains or losses arising from subsequent measurement at fair value are recognised in the Consolidated income statement in the period in which they arise. i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 102 Notes to the financial statements for the year ended 31 December 2023 2.2 Investments in other financial assets and liabilities continued 2.3 Intangibles Financial assets measured at fair value through OCI – debt securities Debt securities are measured at fair value through OCI when both of the following conditions are met: — the instrument is held within a business model, the objective of which is achieved by both collecting contractual cash flows and selling financial assets; and — the contractual terms of the financial asset give rise on specified dates to cash flows that are solely payments of principal and interest on the principal amount outstanding. Fair value through OCI instruments are subsequently measured at fair value with gains and losses arising due to changes in fair value recognised in OCI. Interest income and foreign exchange gains and losses and impairment losses or reversals are recognised in profit or loss in the same manner as for financial assets measured at amortised cost. The remaining fair value changes are recognised in OCI. The accumulated gains or losses recognised in OCI are recycled to profit and loss upon derecognition of the assets. The group classifies debt securities held by AMP Bank under this category. Financial assets measured at amortised cost – debt securities Refer to note 2.1 for details. Critical accounting estimates and judgements Financial assets and liabilities measured at fair value Where available, quoted market prices for the same or similar instruments are used to determine fair value. Where there is no market price available for an instrument, a valuation technique is used. Management applies judgement in selecting valuation techniques and setting valuation assumptions and inputs. Further detail on the determination of fair value of financial instruments is set out in note 2.7. 2023 Balance at the beginning of the year Additions through separate acquisitions 1 Additions through internal development Reductions through disposal Amortisation expense 2 Impairment loss Balance at the end of the year 2022 Balance at the beginning of the year Additions through separate acquisitions Additions through internal development Reductions through disposal Transferred from inventories Amortisation expense 2 Impairment loss Transferred to assets held for sale Balance at the end of the year Goodwill $m 70 18 – – – – 88 149 – – – – – – (79) 70 Capitalised costs $m 92 – 27 (9) (24) (3) 83 123 – 26 – – (43) (9) (5) 92 Distribution networks Other intangibles $m 36 13 – (5) (6) – 38 50 20 – (23) (5) (6) – – 36 $m – – – – – – – 8 – – (1) – – – (7) – Total $m 198 31 27 (14) (30) (3) 209 330 20 26 (24) (5) (49) (9) (91) 198 1 On 31 March 2023, AdviceFirst, a subsidiary of AMP New Zealand Holdings Limited acquired enable.me, a financial advisory and coaching business for upfront consideration of NZD 15m and contingent consideration of NZD 7m, subject to achieving certain revenue targets. This resulted in recognition of $18m in goodwill and $8m in distribution networks. 2 Includes $4m of amortisation expense related to discontinued operations (2022: $5m). Accounting policy – recognition and measurement Goodwill Goodwill acquired in a business combination is recognised at cost and subsequently measured at cost less any accumulated impairment losses. The cost represents the excess of the cost of a business combination over the fair value of the identifiable assets acquired and liabilities assumed. Capitalised costs Costs are capitalised when the costs relate to the creation of an asset with expected future economic benefits which are capable of reliable measurement. Capitalised costs are amortised on a straight-line basis over the estimated useful life of the asset, commencing at the time the asset is first put into use or held ready for use, whichever is the earlier. Distribution networks Distribution networks such as customer lists, financial planner client servicing rights or other distribution-related rights, either acquired separately or through a business combination, are initially measured at fair value and subsequently measured at cost less amortisation and any accumulated impairment losses. 103 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 104 Notes to the financial statements for the year ended 31 December 2023 2.3 Intangibles continued 2.5 Receivables Amortisation Intangible assets with finite useful lives are amortised on a straight-line basis over the useful life of the intangible asset. The estimated useful lives are generally: Item Capitalised costs Distribution networks Useful life Up to 10 years 2 to 15 years The useful life of each intangible asset is reviewed at the end of the period and, where necessary, adjusted to reflect current assessments. Impairment testing Goodwill and intangible assets that have indefinite useful lives are tested at least annually for impairment. Other intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. For the purposes of assessing impairment, assets are grouped at the lowest levels for which there are separately identifiable cash flows (cash-generating units or CGUs). An impairment loss is recognised when the CGU’s carrying amount exceeds the CGU’s recoverable amount. When applicable, an impairment loss is first allocated to goodwill and any remainder is then allocated to the other assets on a pro-rata basis. Composition of goodwill The goodwill of $88m (2022: $70m) relates to the NZWM CGU. The $18m increase in goodwill relates to NZWM’s acquisition of the enable.me business during this year. The annual impairment assessment for NZWM resulted in significant headroom and there was no reasonably possible change to a key assumption used in the assessment that would result in an impairment as at 31 December 2023. Critical accounting estimates and judgements Management applies judgement in selecting valuation techniques and setting valuation assumptions to determine the: — acquisition date fair value and estimated useful life of acquired intangible assets; — allocation of goodwill to CGUs and determining the recoverable amount of the CGUs; and — assessment of whether there are any impairment indicators for acquired intangibles and internally generated intangibles, where required, in determining the recoverable amount. 2.4 Other assets Planner registers held for sale Prepayments Property, plant and equipment Total other assets Current Non-current 2023 $m 2022 $m 2 29 17 48 27 21 9 30 26 65 35 30 105 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i Investment related receivables Client register receivables Collateral receivables Trade debtors and other receivables 1 Sublease receivables Total receivables 2 Current Non-current 2023 $m 25 40 43 231 87 426 316 110 2022 $m 29 52 108 156 60 405 297 108 Includes $50m of receivables from insurers related to the shareholder class action (2022: $nil). Refer to note 6.7 for more information. 1 2 Receivables are presented net of ECL of $39m (2022: $40m). Accounting policy – recognition and measurement Receivables Trade debtors, client register, sublease receivables, collateral and other receivables are measured at amortised cost, less an allowance for ECLs. Investment related receivables are financial assets measured at fair value through profit or loss. The group applies a simplified approach in calculating ECLs for receivables. Therefore, the group does not track changes in credit risk but instead recognises a loss allowance based on lifetime ECLs at each reporting date. The group has established a provision matrix that is based on its historical credit loss experience, adjusted for forward-looking factors specific to the debtors and the economic environment. 2.6 Payables Accrued expenses Trade creditors and other payables Total payables Current Non-current Accounting policy – recognition and measurement Payables 2023 $m 69 116 185 185 – 2022 $m 99 110 209 209 – l r e p o r t A d d i t i o n a l i n f o r m a t i o n Payables are measured at the nominal amount payable. Given the short-term nature of most payables, the nominal amount payable approximates fair value. 106 Notes to the financial statements for the year ended 31 December 2023 2.7 Fair value information 2.7 Fair value information continued The following table shows the carrying amount and estimated fair values of financial instruments, including their levels in the fair value hierarchy. 2023 Financial assets measured at fair value Equity securities Debt securities Unlisted managed investment schemes Derivative financial assets Total financial assets measured at fair value Financial assets not measured at fair value Loans and advances Debt securities Other financial assets Total financial assets not measured at fair value Financial liabilities measured at fair value Derivative financial liabilities Collateral deposits held Guarantee liabilities Total financial liabilities measured at fair value Financial liabilities not measured at fair value AMP Bank — Deposits — Other — Subordinated Debt Corporate borrowings Total financial liabilities not measured at fair value Carrying amount Level 1 Level 2 Level 3 Total fair value $m $m $m $m $m 12 – 4,134 3,601 208 323 – – 4,677 3,601 – 533 90 323 946 12 – 118 – 130 12 4,134 208 323 4,677 24,530 679 12 25,221 116 63 32 211 21,370 6,045 202 765 28,382 – 24,499 24,499 – – – – – – – – 683 12 695 116 63 – 179 – – – 778 778 21,503 6,058 205 – 27,766 – – 683 12 24,499 25,194 – – 32 32 – – – – – 116 63 32 211 21,503 6,058 205 778 28,544 107 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 2022 Financial assets measured at fair value Equity securities Debt securities Unlisted managed investment schemes Derivative financial assets Total financial assets measured at fair value Financial assets not measured at fair value Loans and advances Debt securities Other financial assets Total financial assets not measured at fair value Financial liabilities measured at fair value Derivative financial liabilities Collateral deposits held Guarantee liabilities Total financial liabilities measured at fair value Financial liabilities not measured at fair value AMP Bank — Deposits — Other — Subordinated Debt Corporate borrowings Total financial liabilities not measured at fair value Carrying amount Level 1 Level 2 Level 3 Total fair value $m $m $m $m $m 5 – – 4,405 3,260 1,145 233 575 – – 100 575 5,218 3,260 1,820 5 – 133 – 138 5 4,405 233 575 5,218 24,080 599 8 24,687 161 133 64 358 20,737 6,769 201 1,255 28,962 – – – – – – – – 161 133 – 294 – – – 878 878 20,778 6,752 209 396 28,135 – 600 8 23,963 23,963 – – 600 8 608 23,963 24,571 – – 64 64 – – – – – 161 133 64 358 20,778 6,752 209 1,274 29,013 AMP’s methodology and assumptions used to estimate the fair value of financial instruments are described below: Equity securities Debt securities Loans The fair value of equity securities is established using valuation techniques, including the use of recent arm’s length transactions, references to other instruments that are substantially the same, discounted cash flow analysis and option pricing models. The fair value of listed debt securities reflects the bid price at the reporting date. Listed debt securities that are not frequently traded are valued by discounting estimated recoverable amounts. The fair value of unlisted debt securities is estimated using interest rate yields obtainable on comparable listed investments. For debt securities with a maturity of less than 12 months, par value is considered a reasonable approximation of fair value. The estimated fair value of loans represents the discounted amount of estimated future cash flows expected to be received, based on the maturity profile of the loans. As the loans are unlisted, the discount rates applied are based on the yield curve appropriate to the remaining term of the loans. The loans may, from time to time, be measured at an amount in excess of fair value due to fluctuations on fixed rate loans. In these situations, as the fluctuations in fair value would not represent a permanent diminution and the carrying amounts of the loans are recorded at recoverable amounts after assessing impairment, it would not be appropriate to restate their carrying amounts. Unlisted managed investment schemes The fair value of investments in unlisted managed investment schemes is determined on the basis of redemption price, and independent external valuation of those managed investment schemes as appropriate at the reporting date. 108 Notes to the financial statements for the year ended 31 December 2023 2.7 Fair value information continued 2.7 Fair value information continued Derivative financial assets and liabilities Corporate borrowings The fair value of financial instruments traded in active markets (such as publicly traded derivatives) is based on quoted market prices (current bid price or current offer price) at the reporting date. The fair value of financial instruments not traded in an active market (eg over-the-counter derivatives) is determined using valuation techniques. Valuation techniques include net present value techniques, option pricing models, discounted cash flow methods and comparison to quoted market prices or dealer quotes for similar instruments. The models use a number of inputs, including the credit quality of counterparties, foreign exchange spot and forward rates, yield curves of the respective currencies, currency basis spreads between the respective currencies, interest rate curves and forward rate curves of the underlying instruments. Some derivatives contracts are significantly cash collateralised, thereby minimising both counterparty risk and the group’s own non-performance risk. Borrowings comprise commercial paper, drawn liquidity facilities, various floating-rate and medium-term notes and subordinated debt. The estimated fair value of borrowings is determined with reference to quoted market prices. For borrowings where quoted market prices are not available, a discounted cash flow model is used, based on a current yield curve appropriate for the remaining term to maturity. For short-term borrowings, the par value is considered a reasonable approximation of the fair value. AMP Bank deposits and other borrowings The estimated fair value of deposits and other borrowings represents the discounted amount of estimated future cash flows expected to be paid based on the residual maturity of these liabilities. The discount rate applied is based on a current yield curve appropriate for similar types of deposits and borrowings at the reporting date. Guarantee liabilities The fair value of the guarantee liabilities is determined as the net present value of future cash flows discounted using market rates. The future cash flows are determined using risk neutral stochastic projections based on assumptions such as mortality rate, lapse rate and asset class allocation/correlation. The future cash flows comprise expected guarantee claims and hedging expenses net of expected fee revenue. Financial assets and liabilities measured at fair value are categorised using the fair value hierarchy which reflects the significance of inputs into the determination of fair value as follows: — Level 1: the fair value is valued by reference to quoted prices and active markets for identical assets or liabilities. — Level 2: the fair value is estimated using inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). — Level 3: the fair value is estimated using inputs for the asset or liability that are not based on observable market data. For assets and liabilities that are recognised in the financial statements at fair value on a recurring basis, the group determines whether transfers have occurred between levels in the hierarchy by re-assessing categorisation (based on the lowest level input that is significant to the fair value measurement as a whole) at the end of each reporting period. There have been no significant transfers between Level 1 and Level 2 during the 2023 financial year. Transfers to and from Level 3 are shown in the Reconciliation of Level 3 values table later in this note. Level 3 fair values The following table shows the valuation techniques used in measuring Level 3 fair values of financial assets measured at fair value on a recurring basis, as well as the significant unobservable inputs used. Type Equity securities Valuation technique Significant unobservable inputs Discounted cash flow approach utilising cost of equity as the discount rate Unlisted managed investment schemes Discounted cash flow and income approach Guarantee liabilities Discounted cash flow approach Discount rate Terminal value growth rate Cash flow forecasts Discount rate Terminal value growth rate Cash flow forecasts Discount rate Hedging costs Sensitivity The following table illustrates the impacts to profit before tax and equity resulting from reasonably possible changes in key assumptions. Financial assets 1 Equity securities Unlisted managed investment schemes Financial liabilities Guarantee liabilities 2 2023 2022 (+) $m 2 24 3 (-) $m (2) (24) (+) $m 1 27 (-) $m (1) (27) (9) 2 (7) 1 Reasonably possible changes in price movements of 20% (2022: 20%) have been applied in determining the impact on profit after tax and equity. 2 Reasonably possible changes in equity market movements of 20% (2022: 20%) and bond yield movements of 100bps (2022: 100 bps) have been applied in determining the impact on profit after tax and equity. The sensitivities disclosed are shown net of the offsetting impacts of derivatives held as economic hedges of the guarantee liabilities. Reconciliation of Level 3 values The following table shows movements in the fair values of financial instruments measured at fair value on a recurring basis and categorised as Level 3 in the fair value hierarchy: Balance at the beginning of the year FX gains/ (losses) Total gains/ (losses) Purchases/ (deposits) Sales/ (withdrawals) 1 Net transfers in/(out) 2 Balance at the end of the year Total gains/ (losses) on assets and liabilities held at reporting date $m $m $m $m $m $m $m $m 2023 Assets classified as Level 3 Equity securities Unlisted managed investment schemes Liabilities classified as Level 3 5 133 – 1 – (9) Guarantee liabilities (64) – 18 2022 Assets classified as Level 3 Equity securities Unlisted managed investment schemes Liabilities classified as Level 3 13 51 – – (8) 18 7 3 – – – – (10) – – 12 118 – (8) 14 – (32) 18 – – – 64 5 133 (8) 18 Guarantee liabilities (85) – 13 – 8 – (64) 13 1 A positive value in respective of guarantee liabilities represents claim payments. 2 Net transfers in of $64m in 2022 related to investments in AMP Capital Infrastructure Debt Fund III USD LP and AMP Capital Infrastructure Debt Fund IV USD LP which were transferred from investments in associates as AMP no longer had significant influence following the sale of the infrastructure debt platform. 109 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 110 Notes to the financial statements for the year ended 31 December 2023 3 Section Capital structure and financial risk management This section provides information relating to: — the AMP group’s capital management and equity and debt structure; and — exposure to financial risks – how the risks affect financial position and performance and how the risks are managed, including the use of derivative financial instruments The capital structure of the AMP group consists of equity and debt. AMP determines the appropriate capital structure in order to finance the current and future activities of the AMP group and satisfy the requirements of the regulator. The directors review the group’s capital structure and dividend policy regularly and do so in the context of the group’s ability to satisfy minimum and target capital requirements. 3.1 Contributed equity 3.2 Interest-bearing liabilities 3.3 Financial risk management 3.4 Derivatives and hedge accounting 3.5 Capital management 3.1 Contributed equity Issued capital 2,741,080,904 (2022: 3,043,140,026) ordinary shares fully paid 4,670 5,008 2023 $m 2022 $m Treasury shares 1 2,126,387 (2022: 2,126,387) treasury shares Total contributed equity (6) (6) 2,738,954,517 (2022: 3,041,013,639) ordinary shares fully paid 4,664 5,002 Issued capital Balance at the beginning of the year 302,059,122 (2022: 222,965,827) shares purchased on-market Capital reduction 2 Balance at the end of the year 5,008 (338) – 4,670 10,206 (267) (4,931) 5,008 1 Held by AMP Foundation. 2 In December 2022, in accordance with section 258F of the Corporations Act 2001, the AMP board resolved to reduce AMP’s share capital by $4,931m, representing historic permanent losses recognised by the AMP group in prior reporting periods. Those losses arose from businesses which no longer operate, including UK demerger losses and losses relating to AMP’s wealth protection and mature businesses which were sold to Resolution Life in 2020. The adjustment to share capital had the effect of reducing AMP’s contributed equity and retained losses as disclosed on the Consolidated statement of changes in equity. The adjustment had no impact on the net assets, financial results, cash flows, and regulatory capital of the consolidated group or the company’s number of shares issued. Holders of ordinary shares have the right to receive dividends as declared and, in the event of the winding up of the company, to participate in the proceeds from the sale of all surplus assets in proportion to the number of and amounts paid up on shares held. Fully paid ordinary shares carry the right to one vote per share. Ordinary shares have no par value. Accounting policy – recognition and measurement Issued capital Issued capital in respect of ordinary shares is recognised as the fair value of consideration received by the AMP Limited entity. Incremental costs directly attributable to the issue of certain new shares are recognised in equity as a deduction, net of tax, from the proceeds. Treasury shares AMP Foundation holds AMP Limited shares (treasury shares). These shares, plus any corresponding Consolidated income statement fair value movement on the shares and any dividend income, are eliminated on consolidation. 3.2 Interest-bearing liabilities (a) Interest-bearing liabilities Interest-bearing liabilities AMP Bank — Deposits 1 — Other — Subordinated debt 2, 3 Corporate borrowings 3 — AMP Capital Notes 2 4 — CHF Medium Term Notes 5 — AUD Medium Term Notes 6 — AMP Notes 3 (first call 2023, maturity 2028) 7 — Other 2023 Non- current $m Current $m Total $m Current $m 2022 Non- current $m Total $m 20,540 5,695 – – 218 – – – 830 350 202 274 – 273 – – 21,370 19,983 754 20,737 6,045 202 3,229 3,540 6,769 – 201 201 274 218 273 – – – 332 – 252 146 273 252 – – – 273 584 – 252 146 Total interest-bearing liabilities 26,453 1,929 28,382 23,942 5,020 28,962 1 Deposits comprise at-call customer deposits and customer term deposits with AMP Bank. 2 AMP Bank subordinated debt was issued on 7 October 2022 and matures on 7 October 2032. 3 The current/non-current classification of AMP Bank subordinated debt and corporate borrowings is based on the maturity of the underlying debt instrument and related principal repayment obligations. The carrying values of AMP Bank subordinated debt and corporate borrowings include interest payable of $5m (2022: $8m), which is expected to be settled within the next 12 months. 4 AMP Capital Notes 2 (ASX:AMPPB) were issued on 23 December 2019. Subject to APRA approval, AMP has the right, but not the obligation, to redeem all or some of the Notes on 16 December 2025, or, subject to certain conditions, at a later date. They are perpetual with no maturity date. In certain circumstances, AMP may be required to convert some or all of the Notes into AMP ordinary shares. 5 Senior Unsecured Fixed Rate Notes of CHF 140m were issued on 18 April 2019 and were subsequently increased by CHF 100m on 3 December 2019. These Notes were fully repaid in instalments of CHF 30m on 31 August 2022 and of CHF 210m on 18 July 2023 respectively. Senior Unsecured Fixed Rate Notes of CHF 175m were issued on 3 March 2020. These Notes were partially repaid in instalments of CHF 10m on 31 August 2022 and of CHF 39m on 7 December 2023 respectively. The remaining balance matures on 3 June 2024. 6 Senior Unsecured Medium Term Notes were issued on 9 November 2023. The maturity date of this instrument is 9 November 2026. 7 AMP Notes 3 are floating rate subordinated unsecured notes issued on 15 November 2018 and mature on 15 November 2028. AMP has exercised its right to redeem all of the Notes on 15 November 2023. (b) Changes in liabilities arising from operating and financing activities Balance at the beginning of the year Cash flows Other Balance at the end of the year 2023 $m 28,962 (657) 77 28,382 2022 $m 26,117 2,753 92 28,962 111 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 112 Notes to the financial statements for the year ended 31 December 2023 3.2 Interest-bearing liabilities continued 3.3 Financial risk management continued Accounting policy – recognition and measurement (a) Market risk continued Interest-bearing liabilities are initially recognised at fair value, net of transaction costs. They are subsequently measured at amortised cost using the effective interest rate method. It is AMP’s policy to hedge currency and interest rate risk arising on issued notes and subordinated debt. When fair value hedge accounting is applied, the carrying amounts of borrowings and subordinated debt are adjusted for changes in fair value related to the hedged risk for the period that the hedge relationship remains effective. Any changes in fair value for the period are recognised in the Consolidated income statement. In cash flow hedge relationships, the borrowings are not revalued. Finance costs include: (i) borrowing costs: • interest on bank overdrafts, borrowings and subordinated debt; • amortisation of discounts or premiums related to borrowings; (ii) exchange differences arising from foreign currency borrowings to the extent that they are regarded as an adjustment to interest costs; and (iii) changes in the fair value of derivative hedges together with any change in the fair value of the hedged assets or liabilities that are designated and qualify as fair value hedges, foreign exchange gains and losses and other financing-related amounts. Changes in the fair value of derivatives in effective cash flow hedges are recognised in the cash flow hedge reserve. The accounting policy for derivatives is set out in note 3.4. Finance costs are recognised as expenses when incurred. 3.3 Financial risk management Financial risk arises from the holding of financial instruments and financial risk management (FRM) is an integral part of the AMP group’s enterprise risk management framework. The AMP Limited Board has overall responsibility for the AMP group’s enterprise risk management framework, including the approval of AMP’s strategic plan, risk management strategy and risk appetite. This note discloses financial risk in accordance with the categories in AASB 7 Financial Instruments: Disclosures: — market risk; — liquidity and refinancing risk; and — credit risk. These risks are managed in accordance with the board-approved risk appetite statement and the individual policies for each risk category. (a) Market risk Market risk is the risk that the fair value of assets and liabilities, or future cash flows of a financial instrument, will fluctuate due to movements in financial markets, including interest rates, foreign exchange rates, equity prices, property prices, credit spreads, commodity prices and other financial market variables. The following table provides information on significant market risk exposures for the AMP group, which could lead to an impact on the AMP group’s profit after tax and shareholders’ equity position, and the management of those exposures. Market risk Exposures Management of exposures and use of derivatives The AMP group’s long-term borrowings, subordinated debt and investment held in interest-bearing securities. The AMP group interest rate risk is managed by entering into interest rate swaps, which have the effect of converting investments or borrowings from fixed to floating rates. Interest rate risk The risk of an impact on the AMP group’s profit after tax and equity arising from fluctuations in the fair value or future cash flows of financial instruments due to changes in market interest rates. Interest rate movements could result from changes in the absolute levels of interest rates, the shape of the yield curve, the margin between yield curves and the volatility of interest rates. Currency risk The risk of an impact on the AMP group’s profit after tax and equity arising from fluctuations of the fair value of a financial asset, liability or commitment due to changes in foreign exchange rates. AMP Bank’s interest rate risk from mismatches in the repricing terms of assets and liabilities (term risk) and variable rate short-term repricing bases (basis risk). The AMP group’s defined benefit plans exposures, both through the fair value of plan assets (specifically interest-bearing assets), as well as the valuation of defined benefit obligations (through changes in the discount curve used for actuarial valuations). Foreign currency denominated assets and liabilities. Foreign equity accounted associates and capital invested in overseas operations. Foreign exchange rate movements on specific cash flow transactions. The AMP group’s defined benefit plans exposures, through the value of unhedged exposures to plan asset denominated in foreign currencies. Equity price risk The risk of an impact on the AMP group’s profit after tax and equity arising from fluctuations in the fair value or future cash flows of a financial instrument due to changes in equity prices. Exposure for shareholders includes listed and unlisted shares, guarantee liabilities and participation in equity unit trusts. The AMP group’s defined benefit plans exposures, through the value of exposures to plan asset held in equities, or equity-like exposures. AMP Bank uses natural offsets, interest rate swaps and basis swaps to hedge the mismatches within exposure limits. AMP group’s Group Treasury team (Group Treasury) manages the exposure in AMP Bank by maintaining a net interest rate risk position within the limits delegated and approved by the AMP Bank Board. The AMP group periodically reviews exposures to interest rates arising from defined benefit plans exposures, and considers the use of derivatives in managing these exposures. No derivatives were employed to manage exposures to interest rates during the year ended 31 December 2023. The AMP group uses swaps to hedge the foreign currency risk on foreign currency denominated borrowings. The AMP group utilises various hedging instruments to hedge foreign currency risk arising from certain investments denominated in a foreign currency. The AMP group hedges material foreign currency risk originated by receipts and payments once the value and timing of the expected cash flow is known. In addition, the AMP group will at times pre-hedge any future (but not expected) foreign currency receipts and payments, subject to market conditions. AMP group periodically reviews exposures to foreign currencies arising from defined benefit plans exposures, and considers the use of derivatives in managing these exposures. No derivatives were employed to manage exposures to foreign currencies during the year ended 31 December 2023. Group Treasury may, with AMP group’s Asset and Liability Committee (Group ALCO) approval, use equity exposures or equity futures or options to hedge other enterprise-wide equity exposures. AMP group periodically reviews exposures to equities arising from defined benefit plans exposures, and considers the use of derivatives in managing these exposures. No derivatives were employed to manage exposures to equities during the year ended 31 December 2023. 113 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 114 Notes to the financial statements for the year ended 31 December 2023 3.3 Financial risk management continued 3.3 Financial risk management continued (a) Market risk continued Sensitivity analysis The table below includes sensitivity analysis showing how the profit after tax and equity would have been impacted by changes in market risk variables. The analysis: — shows the direct impact of a reasonably possible change in market rates and is not intended to illustrate a remote, worst case stress test scenario; — assumes that all underlying exposures and related hedges are included and the change in variable occurs at the reporting date; and — does not include the impact of any mitigating management actions over the period to the subsequent reporting date. The categories of risks faced and methods used for deriving sensitivity information did not change from previous years. Sensitivity analysis Interest rate risk Change in variables Impact of a 100 basis point (bp) change in Australian and international interest rates. - 100bp +100bp 2023 2022 Impact on profit after tax increase/ (decrease) $m Impact on equity 1 increase/ (decrease) $m Impact on profit after tax increase/ (decrease) $m Impact on equity 1 increase/ (decrease) $m 2.3 (4.1) 3.8 (9.9) 1.0 (5.0) (17.7) 10.3 Currency risk Impact of a 10% movement of exchange rates against the Australian dollar on currency sensitive monetary assets and liabilities. Equity price risk Impact of a 10% movement in Australian and international equities. Any potential impact on fees from the AMP group’s investment-linked business is not included. 10% depreciation of AUD 9.7 73.8 (63.5) 20.7 10% appreciation of AUD (8.9) (62.7) 27.5 (45.5) 10% increase in: Australian equities International equities 10% decrease in: Australian equities International equities 0.5 0.5 (1.3) (1.4) 11.9 13.1 (12.7) (14.0) 0.3 0.6 (0.5) (0.5) 6.7 8.6 (6.9) (8.5) 1 Includes both the impact on profit after tax as well as the impact of amounts that would be taken directly to equity in respect of the portion of changes in the fair value of derivatives that qualify as cash flow hedges or net investment hedges for hedge accounting. (b) Liquidity and refinancing risk Risk Liquidity risk The risk that the AMP group is not able to meet its obligations as they fall due because of an inability to liquidate assets or obtain adequate funding when required. Refinancing risk The risk that the AMP group is not able to refinance the full quantum of its ongoing debt requirements on appropriate terms and pricing. Exposures Management of exposures The AMP group corporate debt portfolio and AMP Bank retail and wholesale funding sources. Group Treasury maintains a defined surplus of cash to mitigate refinancing risk (for both AMP’s non-bank corporate exposures and AMP Bank’s specific exposures), satisfy regulatory requirements and protect against liquidity shocks in accordance with the requirements of the AMP Group Liquidity Policy. This policy is reviewed and endorsed by Group ALCO and approved by the AMP Limited Board. (b) Liquidity and refinancing risk continued Maturity analysis Below is a summary of the maturity profiles of AMP’s undiscounted financial liabilities and off-balance sheet items at the reporting date, based on contractual undiscounted repayment obligations. Repayments that are subject to notice are treated as if notice were to be given immediately. Over 5 years $m Not specified $m 2023 Non-derivative financial liabilities Payables Borrowings 1 Lease liabilities Subordinated debt 2 Guarantee liabilities Derivative financial instruments Options Interest rate swaps Foreign currency forward contract Total return swaps Futures Off-balance sheet items Credit-related commitments – AMP Bank 3 Investment commitments Total undiscounted financial liabilities and off-balance sheet items 2022 Non-derivative financial liabilities Payables Borrowings 1 Lease liabilities Subordinated debt 2 Guarantee liabilities Derivative financial instruments Options Interest rate swaps Cross currency swaps Foreign currency forward contract Off-balance sheet items Credit-related commitments – AMP Bank 3 Investment commitments Total undiscounted financial liabilities and off-balance sheet items Up to 1 year $m 185 24,062 69 42 – 4 15 2 14 1 3,576 – 1 to 5 years $m – 4,301 279 596 – – 26 – – – – – – 504 368 – – – 54 – – – – – 27,970 5,202 926 209 23,681 68 51 – 20 12 4 9 3,464 – – 4,292 277 432 – – 50 – – – – – 44 438 535 – – 66 – – – – Total $m 185 28,867 716 638 32 4 95 2 14 1 3,576 18 34,148 209 28,017 783 1,018 64 20 128 4 9 3,464 81 – – – – 32 – – – – – – 18 50 – – – – 64 – – – – – 81 1 Borrowings include AMP Bank deposits. 2 Includes AMP Bank subordinated debt and AMP Capital Notes 2 (2022: It included AMP Bank subordinated debt, AMP Capital Notes 2 and AMP Notes 3). 3 Credit-related loan commitments are off-balance sheet as they relate to unexercised commitments to lend to customers of AMP Bank. 27,518 5,051 1,083 145 33,797 115 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 116 Notes to the financial statements for the year ended 31 December 2023 3.3 Financial risk management continued 3.3 Financial risk management continued (c) Credit risk Credit risk management is decentralised in business units within AMP, with the exception of credit risk directly and indirectly impacting shareholder capital, which is measured and managed on an aggregate basis by Group Treasury at the AMP group level and reported to Group ALCO. Risk Credit risk Credit default risk is the risk of financial or reputational loss due to a counterparty failing to meet their contractual commitments in full and on time. Concentration of credit risk arises when a number of financial instruments or contracts are entered into with the same counterparty or where a number of counterparties are engaged in similar business activities that would cause their ability to meet contractual obligations to be similarly affected by changes in economic or other conditions. Exposures Wholesale credit risk, arising from corporate investments held in relation to the management of liquidity. Credit risk arising from the AMP group’s Australian banking activities which are predominantly related to residential mortgage lending and business finance loans. Management of exposures and use of derivatives Wholesale credit risk exposures arising from corporate investments made in relation to the management of liquidity (and related activities, including hedging financial risks) are managed by Group Treasury in accordance with the AMP Group Aggregate Risk Exposures and Intra-Group Transaction Exposure Policy. This policy is reviewed and endorsed by the AMP Group ALCO and approved by the AMP Limited Board. Wholesale credit risk exposures arising from investments made in relation to the management of liquidity within AMP Bank (and related activities, including hedging financial risks) are managed by Group Treasury in accordance with the AMP Bank Wholesale Counterparty Credit Risk Policy. This policy is reviewed and endorsed by the AMP Bank ALCO and approved by the AMP Bank Limited Board. Specific detail relating to the credit risk management of the AMP Bank loan portfolio is outlined below. The AMP Group Large Exposures & Credit Concentration Risk Standard sets out the assessment and determination of what constitutes credit concentration risk. The policy sets exposure limits based on each counterparty’s credit rating (unless special considerations are defined). Additional limits are set for the distribution of the total portfolio by credit rating bands. Compliance with this policy is monitored and exposures and breaches are reported to senior management and the AMP Board Risk Committee through periodic financial risk management reports. Group Treasury may also enter into credit default swaps to hedge concentration risk against material exposures. The exposures on interest-bearing securities and cash equivalents which impact AMP’s capital position are managed by Group Treasury within limits set by the AMP Group Wholesale Counterparty Credit Risk Policy. Impairment assessment Definition of default AMP Bank considers a financial asset defaulted and hence Stage 3 impaired when payment is 90 days past due or when there is no longer reasonable assurance that principal or interest will be collected in their entirety on a timely basis. AMP Bank’s internal risk grading and PD estimation process AMP Bank’s credit risk management department runs expected credit loss models for the residential mortgage book as well as the business finance loans. The Bank’s residential mortgage book is a portfolio with a low number of defaults. In recent times, the Bank’s residential mortgage book has grown significantly, and a larger history of default data has been captured. This has enabled the Bank to successfully develop its internal behavioural scorecards which have been used to replace the benchmark PDs to better stratify the portfolio by credit risk worthiness. Internal risk grades for the residential mortgage book are as follows: Internal credit rating grade Internal credit rating grade description Performing Not in arrears in the past six months Past due but not impaired Accounts in arrears but have not been past 90 days in the last six months Impaired 90 days past due over the last six months (c) Credit risk continued For business finance loans a probability of default risk grade model is applied that includes weighted risk factors such as interest coverage ratio, revenue growth, licence compliance rating, experience in business and arrears levels. Practices on watch-list are also downgraded. Credit judgement may be applied to arrive at the final risk grade. Internal risk grades for business finance loans are as follows: Internal risk grade Internal risk grade description Broadly corresponds with Standard & Poor ratings of A to H I Sub-investment grade BB+ to CCC Impaired D AMP Bank’s interbank and financial institutions exposures, as well as exposures to interest-bearing securities, are based on the external credit rating of the counterparties as follows: Internal risk grade description Broadly corresponds with Standard & Poor ratings of Senior investment grade Investment grade Sub-investment grade AAA to A- BBB+ to BBB- BB+ up to but not including defaulted or impaired Exposure at default (EAD) EAD is modelled by applying assumptions in relation to the amortisation of the loans based on scheduled principal and interest repayments, except for Stage 3 loans. Loss given default (LGD) For the residential mortgage portfolio, the key driver for the LGD calculation is the value of the underlying property since, in a foreclosure scenario, the proceeds from the sale of a property are secured by AMP Bank to repay the loan. The value of the underlying residential property is captured via the LVR, which applies both the changes in loan balance and estimated value of the collateral using market data and indices. Both floor and haircuts are applied to provide for model risk. For business finance loans, the LGD is calculated via assumptions to the reduction in valuations of practices (being a multiple of their recurring cash flows) in the event of default, such as client run-off or deterioration in valuation due to compliance issues. In addition, haircuts are applied to capture the volatility observed in the register values in the event of default but also general volatility in valuations over time. Grouping of financial assets for expected credit losses (ECL) calculation AMP Bank calculates ECL on an individual basis on all Stage 3 assets, and interbank and debt securities measured at FVOCI. For all other asset classes ECL is calculated on a collective basis, taking into account risk factors for each loan to calculate the ECL estimate and then aggregating the estimated number for each relevant portfolio. Forward-looking information AMP Bank’s ECL model incorporates a number of forward-looking macroeconomic factors (MEF) that are reviewed on a quarterly basis and approved by the Credit Risk Committee (CRC). The MEF include unemployment, property prices, ASX All Ordinaries index and Reserve Bank of Australia cash rate. At least three different scenarios with fixed weightings are used in the model. The weightings are reviewed on an annual basis. The ECL is calculated as the probability weighted average of the provision calculated for each economic scenario. Management overlay Management overlay is required to mitigate model risk and any systemic risk that is not recognised by the model. The management overlays are reviewed on an annual basis or more frequently if required and presented to the CRC and Board Audit Committee (BAC) for endorsement. Write-offs Financial assets are written off either partially or in their entirety only when there is no reasonable expectation of recovery. Recovery actions can cease if they are determined as being no longer cost effective or in some situations where the customers have filed for bankruptcy. Credit risk of the loan portfolio in AMP Bank AMP Bank is predominantly a lender for residential properties for both owner occupied and investment purposes. In relation to each loan application, AMP Bank completes a credit assessment, including cost of living expense assessment, and requires valuation of the proposed security property. AMP Bank’s CRC and Board Risk Committee (BRC) oversee trends in lending exposures and compliance with the risk appetite statement. AMP Bank secures its housing loans with mortgages over relevant properties and as a result, manages credit risk on its loans with conservative lending policies and particular focus on the LVR. The LVR is calculated by dividing the total loan 117 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 118 Notes to the financial statements for the year ended 31 December 2023 3.3 Financial risk management continued 3.4 Derivatives and hedge accounting (c) Credit risk continued amount outstanding by the lower of AMP Bank’s approved valuation amount or the purchase price. Loans with LVR greater than 80% are fully mortgage insured. Mortgage insurance is provided by Genworth Mortgage Insurance Australia Ltd and QBE Lenders Mortgage Insurance Ltd, who are regulated by APRA. AMP Bank has strong relationships with both insurers and has experienced minimal levels of historic claim rejections and reductions. The average LVR at origination of AMP Bank’s loan portfolio for existing and new business is set out in the following table: LVR % 0 – 50 51 – 60 61 – 70 71 – 80 81 – 90 91 – 95 > 95 Existing business 2023 % New business 2023 % Existing business 2022 % New business 2022 % 20 14 20 36 8 1 1 22 13 16 39 8 2 – 18 13 20 37 10 1 1 14 11 15 49 8 3 – Renegotiated loans Where possible, AMP Bank seeks to restructure loans for borrowers seeking hardship relief rather than take possession of collateral. This may involve capitalising interest repayments for a period and increasing the repayment arrangement for the remaining term of the loan. Once the terms have been renegotiated, the loan is no longer considered past due or an impaired asset unless it was greater than 90 days in arrears in the previous six months or a specific provision has been raised for the loan. AMP Bank assisted customers by renegotiating $155m (2022: $81m) of loans during the year. Collateral and master netting or similar agreements The AMP group obtains collateral and utilises netting agreements to mitigate credit risk exposures from certain counterparties. (i) Derivative financial assets and liabilities The credit risk of derivatives is managed in the context of the AMP group’s overall credit risk policies and includes the use of Credit Support Annexes to derivative agreements which facilitate the bilateral posting of collateral as well as the clearing of derivative positions on the London Clearing House. Certain derivative assets and liabilities are subject to legally enforceable master netting arrangements, such as an International Swaps and Derivatives Association (ISDA) master netting agreement. In certain circumstances, for example when a credit event such as a default occurs, all outstanding transactions under an ISDA agreement are terminated, the termination value is assessed and only a single net amount is payable in settlement of all transactions. An ISDA agreement does not automatically meet the criteria for offsetting in the Consolidated statement of financial position. This is because the AMP group, in most cases, does not have any current legally enforceable right to offset recognised amounts. If these netting arrangements were applied to the derivative portfolio, the derivative assets of $323m would be reduced by $35m to the net amount of $288m and derivative liabilities of $116m would not be reduced (2022: derivative assets of $575m would be reduced by $213m to the net amount of $362m and derivative liabilities of $161m would be reduced by $4m to the net amount of $157m). (ii) Other collateral The AMP group has collateral arrangements in place with some counterparties in addition to collateral deposits held with respect to repurchase agreements. The amount and type of collateral required by AMP Bank on housing loans depends on an assessment of the credit risk of the counterparty. Guidelines are in place covering the acceptability and valuation of each type of collateral. AMP Bank holds collateral against its loans and advances primarily in the form of mortgage interests over property, other registered securities over assets and guarantees. Management monitors the market value of collateral and will request additional collateral in accordance with the underlying agreement. In the event of customer default, AMP Bank can enforce any security held as collateral against the outstanding claim. Any loan security is usually held as mortgagee in possession while AMP Bank seeks to realise its value through the sale of the property. Therefore, AMP Bank does not hold any real estate or other assets acquired through the repossession of collateral. Collateral generally consists of 11am loans and deposits and is exchanged between the counterparties to reduce the exposure from the net fair value of derivative assets and liabilities between the counterparties. As at 31 December 2023, there was $63m (2022: $133m) of collateral deposits (due to other counterparties) and $43m (2022: $108m) of collateral loans (due from other counterparties) relating to derivative assets and liabilities. The group is exposed to certain risks relating to its ongoing business operations. To mitigate the risks, the group uses derivative financial instruments, such as cross-currency swaps and interest rate swaps. When the group designates certain derivatives to be part of a hedging relationship, and they meet the criteria for hedge accounting, the hedges are classified as: — cash flow hedges; — fair value hedges; or — net investment hedges. Derivative financial instruments are held for risk and asset management purposes only and not for the purpose of speculation. Not all derivatives held are designated as hedging instruments. The group’s risk management strategy and how it is applied to manage risk is explained further in note 3.3. (a) Hedging instruments The following table sets out the notional amount of derivative instruments designated in a hedge relationship by relationship type as well as the related carrying amounts. 2023 Hedge type Cash flow Hedging instrument Interest rate swaps Fair value and cash flow Cross-currency interest rate swaps Net investment Total 2022 Hedge type Cash flow Foreign currency forward contract Hedging instrument Interest rate swaps Fair value and cash flow Cross-currency interest rate swaps Net investment Total (b) Hedged items Foreign currency forward contract Notional amount $m Fair value assets Fair value liabilities $m $m 16,726 191 631 17,548 18,050 553 634 19,237 148 26 15 189 337 31 3 371 – – – – – – 6 6 The following table sets out the carrying amounts of hedged items in fair value hedge relationships, and the accumulated amount of fair value hedge adjustments in these carrying amounts. The group does not always hedge its entire exposure to a class of financial instruments, therefore the carrying amounts below do not always equal the total carrying amounts disclosed in other notes. 2023 Medium Term Notes 2022 Medium Term Notes Carrying amount of hedged items Accumulated amount of fair value adjustments on the hedged items Assets Liabilities Assets Liabilities $m – $m 218 $m – $m 26 – 584 – 31 119 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 120 Notes to the financial statements for the year ended 31 December 2023 3.4 Derivatives and hedge accounting continued 3.4 Derivatives and hedge accounting continued Fair value hedge relationships resulted in the following changes in the values used to recognise hedge ineffectiveness for the year: Accounting policy – recognition and measurement (Loss)/gain on hedging instrument Gain/(loss) on hedged items attributable to the hedged risk Gain/(loss) after ineffectiveness 2023 $m (4) 5 1 2022 $m 11 (14) (3) Derivative instruments accounted for as cash flow hedges The group is exposed to variability in future interest cash flows on non-trading assets and liabilities which bear interest at fixed and variable rates. The group uses interest rate swaps to manage interest rate risks and many of the swaps are cash flow hedges for accounting purposes. Methods used to test hedge effectiveness and establish the hedge ratio include regression analysis and for some portfolio hedge relationships, a comparison to ensure the expected interest cash flows from the portfolio exceed those of the hedging instruments. The main potential source of hedge ineffectiveness from cash flow hedges is mismatches in the terms of hedged items and hedging instruments, for example the frequency and timing of when interest rates are reset. During the year, the AMP group recognised $nil (2022: $nil) due to ineffectiveness on derivative instruments designated as cash flow hedges. Derivative instruments accounted for as fair value hedges Derivative financial instruments Derivative financial instruments are initially recognised at fair value exclusive of any transaction costs on the date a derivative contract is entered into and are subsequently remeasured to their fair value at each reporting date. Derivatives are recognised as assets when their fair values are positive and as liabilities when their fair values are negative. Any gains or losses arising from changes in the fair values of derivatives, except those that qualify as effective hedges, are immediately recognised in the Consolidated income statement. Hedge accounting AMP continues to apply the hedge accounting requirements under AASB 139 Financial instruments: Recognition and Measurement. Cash flow hedges The effective portion of changes in the fair value of cash flow hedges is recognised (including related tax impacts) in the Consolidated statement of comprehensive income. The ineffective portion is recognised immediately in the Consolidated income statement. The balance of the cash flow hedge reserve in relation to each particular hedge is transferred to the Consolidated income statement in the period when the hedged item affects profit or loss. Hedge accounting is discontinued when a hedging instrument expires or is sold or terminated, or when a hedge no longer meets the criteria for hedge accounting. The cumulative gain or loss existing in equity at that time remains in equity and is recognised when the forecast transaction is ultimately recognised in the Consolidated income statement. When a forecast transaction is no longer expected to occur, the cumulative gain or loss that was reported in equity is immediately transferred to the Consolidated income statement. Fair value hedges are used to protect against changes in the fair value of financial assets and financial liabilities due to movements in exchange rates and interest rates. Fair value hedges Hedge effectiveness is assessed by comparing the overall changes in the fair value of the hedging instrument against the changes in the fair value of the hedged items attributable to the hedged risks. The main potential source of ineffectiveness on fair value hedges is currency basis spread, which is included in the valuation of the hedging instrument but excluded from the value of the hedged item. Hedges of net investments in foreign operations The group hedges its exposure to changes in exchange rates on the value of its foreign currency denominated strategic partnerships. Hedge effectiveness is assessed based on the overall changes in the fair value of the forward contract, primarily using the cumulative dollar offset method. During the year, the AMP group recognised $nil (2022: $nil) due to the ineffective portion of hedges relating to strategic investments in foreign operations. The following table sets out the maturity profile of derivative instruments in a hedge relationship. 2023 Interest rate swaps Cross-currency interest rate swaps Foreign currency forward contract Total 2022 Interest rate swaps Cross-currency interest rate swaps Foreign currency forward contract Total 0 to 3 months $m 2,925 – 62 2,987 1,547 – 256 1,803 3 to 12 months $m 7,820 191 569 8,580 8,141 302 378 8,821 1 to 5 years $m 3,642 – – Over 5 years $m 2,339 – – Total $m 16,726 191 631 3,642 2,339 17,548 6,455 251 – 6,706 1,907 18,050 – – 553 634 1,907 19,237 Changes in the fair value of fair value hedges are recognised in the Consolidated income statement, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. If a hedge no longer meets the criteria for hedge accounting, the cumulative gains and losses recognised on the hedged item will be amortised over the remaining life of the hedged item. Net investment hedges The effective portion of changes in the fair value of net investment hedges is recognised (including related tax impacts) in the Consolidated statement of comprehensive income. Any ineffective portion is recognised immediately in the Consolidated income statement. The cumulative gain or loss existing in equity remains in equity until the foreign investment is disposed of. 3.5 Capital management AMP holds capital to protect customers, creditors and shareholders against unexpected losses. There are a number of ways AMP assesses the adequacy of its capital position. Primarily, AMP aims to: — maintain a sufficient surplus above minimum regulatory capital requirements (MRR) to reduce the risk of technical insolvency; and — maintain the AMP group’s credit rating. These factors are balanced when forming AMP’s risk appetite as approved by the AMP Limited Board. 121 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 122 Notes to the financial statements for the year ended 31 December 2023 3.5 Capital management continued Calculation of capital resources The AMP group’s eligible capital resources include ordinary equity and certain hybrid capital instruments less intangibles, equity investments and other assets required to be removed by regulation. The table below shows the AMP group’s capital resources at reporting date: AMP statutory equity attributable to shareholders of AMP Limited Accounting mismatch and other adjustments 1 AMP shareholder equity Goodwill and other intangibles 2 Equity investments 3 Other regulatory adjustments 4 Level 3 eligible capital Eligible hybrid capital resources 5 Total eligible capital resources Minimum regulatory requirements (MRR) Target capital requirements Total capital requirements Group surplus capital 2023 $m 3,874 (80) 3,794 (209) (803) (390) 2,392 134 2,526 1,425 536 1,961 565 2022 $m 4,171 (94) 4,077 (289) (1,012) (138) 2,638 350 2,988 1,366 699 2,065 923 1 Accounting mismatches and other adjustments relate to the net assets of AMP Foundation and surpluses recognised on defined benefit plans. 2 For the year ended 31 December 2023, no goodwill and other intangibles have been classified as assets held for sale on the Consolidated statement of financial position (2022: $91m). 3 Equity investments relate to holdings of associate equity investments where AMP holds a minority interest. As at 31 December 2023, no equity investments have been classified as assets held for sale on the Consolidated statement of financial position (2022: Global Infrastructure Fund Sponsor ($76m), Global Infrastructure Fund II ($122m), AMP Capital Core Property Fund ($30m) and other equity investments ($14m)). 4 Other regulatory adjustments relate to securitisation, deferred tax assets and other deductions. 5 Eligible hybrid capital instruments relate to subordinated debt, which is able to be included as eligible capital for the purpose of meeting minimum regulatory requirements. Capital requirements A number of the operating entities within the AMP group are regulated and are required to meet MRR. In certain circumstances, APRA or other regulators may require AMP and other entities of the AMP group to hold a greater level of capital to support its business and/or restrict the amount of dividends that can be paid by them. Any such adjustments would be incorporated into the MRR and monitored as part of the capital management policy. The principal minimum regulatory capital requirements for AMP’s businesses are: Operating entity Minimum regulatory capital requirement AMP Bank Limited (AMP Bank) Capital requirements as specified under the APRA ADI Prudential Standards N. M. Superannuation Proprietary Limited Operational Risk Financial Requirements as specified under the APRA Superannuation Prudential Standards Other ASIC regulated businesses Capital requirements under AFSL requirements AMP maintains capital targets reflecting its material risks (including financial risk, product risk and operational risk) and risk appetite as approved by the AMP Limited and AMP Bank Boards. The target capital requirement is the level of surplus capital that AMP seeks to carry to reduce the risk of breaching MRR. Other components of AMP’s capital targets include amounts relating to group investments, defined benefit funds and other operational risks. 4 Section Employee disclosures This section provides details on the various programs the AMP group uses to reward and recognise employees, including key management personnel. 4.1 Defined benefit plans 4.2 Share-based payments 4.1 Defined benefit plans AMP contributes to defined benefit plans which provide benefits to employees, and their dependants, on resignation, retirement, disability or death of the employee. The benefits are based on years of service and an average salary calculation. All defined benefit plans are now closed to new members. The characteristics and risks associated with each of the defined benefit plans are described below: Plan details Plan names Entitlements of active members Governance of the plans Australia New Zealand AMP Australia Plan I and AMP Australia Plan II. AMP New Zealand Plan I and AMP New Zealand Plan II. A lump sum or pension on retirement. Pensions provided are lifetime indexed pensions with a reversionary spouse pension. The plans’ trustees – this includes administration of the plan, management and investment of the plan assets, and compliance with superannuation laws and other applicable regulations. A lump sum or pension on retirement. For those who elect for a pension, the plan also provides for a spouses’ pension. The plans’ trustees – this includes administration of the plan, management and investment of the plan assets, and looking after the interests of all beneficiaries. Valuations required Every year. Every three years. Key risks The risk of actual outcomes being different to the actuarial assumptions used to estimate the defined benefit obligation, investment risk and legislative risk. Date of last valuation 31 March 2023. 31 December 2020. Additional recommended contributions No additional contributions are required until the 31 March 2024 valuation is completed. No additional contributions are required until the 31 December 2023 valuation is completed. (a) Defined benefit (liability)/asset Present value of wholly-funded defined benefit obligations Fair value of plan assets Defined benefit (liability)/asset recognised in the Consolidated statement of financial position Movement in defined benefit (liability)/asset Defined benefit asset recognised at the beginning of the year Plus: Total expenses recognised in the Consolidated income statement Plus: Employer contributions Plus: Foreign currency exchange rate changes Plus: Actuarial losses recognised in the Consolidated statement of comprehensive income 1 Defined benefit (liability)/asset recognised at the end of the year 2023 $m (677) 676 (1) 12 (2) – 1 (12) (1) 2022 $m (645) 657 12 3 (1) 10 1 (1) 12 1 The cumulative net actuarial gains and losses recognised in the Statement of comprehensive income is a $186m gain (2022: $198m gain). 123 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 124 Notes to the financial statements for the year ended 31 December 2023 4.1 Defined benefit plans continued 4.1 Defined benefit plans continued (b) Reconciliation of the movement in the defined benefit (liability)/asset (e) Allocation of assets Defined benefit obligation Fair value of plan assets The asset allocations of the defined benefit funds are shown in the following table: Balance at the beginning of the year Current service cost Interest (expense)/income Net actuarial (losses)/gains Employer contributions Foreign currency exchange rate changes Benefits paid Balance at the end of the year 2023 $m (645) (1) (27) (56) – 1 51 2022 $m (782) (1) (5) 89 – 3 51 (677) (645) 2023 $m 657 – 26 44 – – (51) 676 2022 $m 785 – 5 (90) 10 (2) (51) 657 (c) Analysis of defined benefit (deficit)/surplus by plan AMP Australia Plan I AMP Australia Plan II AMP New Zealand Plan I AMP New Zealand Plan II Total Fair value of plan assets Present value of plan obligation Net recognised (deficit)/surplus Actuarial (losses)/gains 2023 $m 247 344 13 72 676 2022 $m 240 331 13 73 657 2023 $m (260) (318) (15) (84) (677) 2022 $m (248) (294) (16) (87) (645) 2023 $m 2022 $m 2023 $m 2022 $m (13) 26 (2) (12) (1) (8) 37 (3) (14) 12 (5) (11) 1 3 (12) – (7) – 6 (1) (d) Principal actuarial assumptions The following table sets out the principal actuarial assumptions used as at the reporting date in measuring the defined benefit obligations of the Australian and New Zealand defined benefit funds: AMP Plan I AMP Plan II Australia New Zealand Australia New Zealand 2023 % 5.1 n/a 2022 % 5.7 n/a 2023 % 4.5 n/a 2022 % 4.6 n/a 2023 % 5.3 2.8 2022 % 5.8 2.8 2023 % 4.5 3.0 2022 % 4.6 3.0 Weighted average discount rate Expected rate of salary increases AMP Plan I AMP Plan II Australia New Zealand Australia New Zealand 2023 % 2022 % 2023 % 2022 % 2023 % 2022 % 2023 % 2022 % 58 20 14 3 5 43 37 9 4 7 46 40 – 14 – 47 38 – 15 – 58 20 14 3 5 19 51 7 9 14 46 40 – 14 – 47 38 – 15 – Equity Fixed interest Property Cash Other (f) Sensitivity analysis The defined benefit obligation has been recalculated for each scenario by changing only the specified assumption as outlined below, whilst retaining all other assumptions as per the base case. The table below shows the increase/(decrease) for each assumption change. Where an assumption is not material to the fund it has been marked as n/a. 2023 Assumption Discount rate (+/- 0.5%) 1 Pensioner indexation assumption (0.5%) 2 Pensioner mortality assumption (10%) Life expectancy (additional 1 year) 2022 Discount rate (+/- 0.5%) 1 Pensioner indexation assumption (0.5%) 2 Pensioner mortality assumption (10%) Life expectancy (additional 1 year) AMP Plan I AMP Plan II Australia New Zealand Australia New Zealand (+) $m (11) 14 (-) $m 13 (11) (+) $m n/a (-) $m 1 1 n/a (+) $m (15) 15 (-) $m 17 (14) (+) $m n/a (-) $m 8 7 n/a n/a 10 n/a n/a n/a 7 n/a n/a n/a n/a 1 n/a n/a n/a 2 n/a (11) 12 n/a n/a 12 (11) n/a 1 8 n/a n/a 1 1 n/a n/a n/a (14) 14 n/a n/a 15 (13) n/a 8 6 n/a n/a 2 9 n/a n/a n/a 1 (+/- 1%) discount rate applied to AMP New Zealand Plan I and II. 2 1% indexation increase applied to AMP New Zealand Plan I and II. (g) Expected contributions and maturity profile of the defined benefit obligation Expected employer contributions Weighted average duration of the defined benefit obligation (years) AMP Plan I AMP Plan II Australia New Zealand Australia New Zealand $m – 8 $m – 7 $m – 11 $m – 10 125 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 126 Notes to the financial statements for the year ended 31 December 2023 4.1 Defined benefit plans continued 4.2 Share-based payments Accounting policy – recognition and measurement Defined benefit plans The AMP group recognises the net deficit or surplus position of each fund in the Consolidated statement of financial position. The deficit or surplus is measured as the difference between the fair value of the funds’ assets and the discounted defined benefit obligations of the funds, using discount rates determined with reference to market yields on high quality corporate bonds at the end of the reporting period. After taking into account any contributions paid into the defined benefit funds during the year, movements in the net surplus or deficit of each fund, except actuarial gains and losses, are recognised in the Consolidated income statement. Actuarial gains and losses arising from experience adjustments and changes in actuarial assumptions over the year and the returns on plan assets are recognised (net of tax) directly in retained earnings through Other comprehensive income. Contributions paid into defined benefit funds are recognised as reductions in the deficit. Critical accounting estimates and judgements Defined benefit obligations The value of the group’s defined benefit obligations are outputs of actuarial models dependent on a number of underlying assumptions. Management applies judgement in selecting the assumptions used. Key assumptions include: — discount rate; — expected future salary increases; — pension indexation; — mortality; and — life expectancy. AMP has multiple employee share-based payment plans. Share-based payment plans help create alignment between employees participating in those plans (participants) and shareholders. Information on plans which AMP currently offers is provided below. The following table shows the expense recorded for AMP share-based payment plans during the year: Plans currently offered Performance rights 1 Share rights and restricted shares - equity settled Share rights – cash settled Total share-based payments expense 2023 $'000 4,696 4,023 – 8,719 2022 $'000 6,457 4,259 680 11,396 1 Non-market performance rights which were forfeited or where performance conditions were not met were reversed during the year. Accounting policy – recognition and measurement Equity-settled share-based payments The cost of equity-settled share-based payments is measured using their fair value at the date on which they are granted. The fair value calculation takes into consideration a number of factors, including the likelihood of achieving market-based vesting conditions such as total shareholder return (market conditions). The cost of equity-settled share-based payments is recognised in the Consolidated income statement, together with a corresponding increase in the share-based payment reserve (SBP reserve) in equity, over the vesting period of the instrument. At each reporting date, the AMP group reviews its estimates of the number of instruments that are expected to vest and any changes to the cost are recognised in the Consolidated income statement and the SBP reserve, over the remaining vesting period. Where the terms of an equity-settled share-based payment are modified and the expense increases as a result of the modification, the increase is recognised over the remaining vesting period. When a modification reduces the expense, there is no adjustment, and the pre-modification cost continues to be recognised. Where an equity-settled award does not ultimately vest, expenses are not reversed; except for awards where vesting is conditional upon a non-market condition, in which case all expenses are reversed in the period in which the instrument lapses. Cash-settled share-based payments Cash-settled share-based payments are recognised when the terms of the arrangement provide AMP with the discretion to settle in cash or by issuing equity instruments, and it has a present obligation to settle the arrangement in cash. A present obligation may occur where the past practice has set a precedence for future settlements in cash. Cash-settled share-based payments are recognised over the vesting period of the award in the Consolidated income statement, together with a corresponding liability. The fair value is measured on initial recognition and re-measured at each reporting date up to and including the settlement date, with any changes in fair value recognised in the Consolidated income statement. Similar to equity-settled awards, the number of instruments expected to vest are reviewed at each reporting date and any changes are recognised in the Consolidated income statement and as a corresponding movement in liability. The fair value is determined using appropriate valuation techniques. (a) Performance rights The Chief Executive Officer (CEO) and Executive Committee members receive their long-term incentive (LTI) award in the form of performance rights. This is intended to ensure the interests of those executives, who are able to most directly influence company performance, are appropriately aligned with the interests of shareholders. 127 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 128 Notes to the financial statements for the year ended 31 December 2023 4.2 Share-based payments continued 4.2 Share-based payments continued (a) Performance rights continued (a) Performance rights continued Plan Long-term Incentive (LTI) Awards CEO Sign-on Performance Rights Award Overview Performance rights give the participant the right to acquire one fully paid ordinary share in AMP Limited upon meeting specific performance hurdles. They are granted at no cost to the participant and carry no dividend or voting rights until they vest. Upon vesting, the performance rights convert to restricted shares, which are subject to further restriction periods. This award may be settled through an equivalent cash payment, at the discretion of the board. As part of the CEO’s incentive package, performance rights were awarded on appointment. The performance rights give the CEO the right to acquire one fully paid ordinary share in AMP Limited (per right) upon meeting specific performance conditions, including hurdles that are subject to an absolute and relative Total Shareholder Return (TSR) measure. The award was granted at no cost to the CEO and carries no dividend or voting rights. This award may be settled through an equivalent cash payment, at the discretion of the board. Years granted 2021, 2022 and 2023 2021 The vesting of the CEO’s sign-on performance rights is subject to the following performance hurdles and gateways: 1. Absolute TSR – measures the CAGR in the Company’s TSR over the relevant Performance Period. 2. Relative TSR – measures the Company’s TSR performance relative to a peer group over the relevant Performance Period. The comparator group for the relative TSR performance hurdle will be an adjusted ASX100 Financials index. Each component was awarded in three tranches. The first tranche of each component vested in 2021, and the second tranche of each component lapsed during 2023 due to not meeting the minimum threshold for performance. The board will test the performance hurdles for the final tranche of each component on or around 22 November 2024. If the performance hurdles are met, the rights will vest and become exercisable. Vesting conditions/ period The vesting of performance rights under the 2021 and 2022 LTI awards is subject to: — Relative TSR: which measures the Compound Annual Growth Rate (CAGR) or CAGR in the Company’s TSR relative to CAGR in TSR to the peer group of ASX100 financial companies (excluding A-REITs) over the relevant Performance Period. Any performance rights that vest are subject to a further one-year restriction period. The vesting of performance rights under the 2023 LTI award is subject to: — Relative TSR (35% of award): measures AMP’s CAGR TSR relative to a peer group of ASX 200 financial companies (excluding A-REITs) over a three year Performance Period. — Adjusted Earnings Per Shares (EPS) (35% of award): measures AMP’s CAGR in AMP’s adjusted EPS over a three year Performance Period. — Reputation (30% of award): measures AMP’s RepTrak score performance relative to a comparator group which is based on a subset of 15 organisations positioned similarly to AMP in RepTrak’s Benchmark 60 index, over a three year Performance Period. Any performance rights that vest are subject to further restriction periods of up to three years in the case of the CEO and up to an additional two years for the other Executive Committee members. Risk and Conduct Gateway All equity plans are subject to a Risk and Conduct Gateway – if a participant’s performance and conduct is not in line with AMP’s expectations, the board has discretion to amend the number of units granted and/or the vesting outcome in line with the board’s adjustment guidelines. Plan Long-term Incentive (LTI) Awards CEO Sign-on Performance Rights Award Unvested awards If a participant is terminated for cause or gives notice of resignation before the vesting date, all unvested rights will lapse or be forfeited, unless the board determines otherwise. If a participant’s employment ends for any other reason, the unvested awards will remain on foot. For the CEO sign-on performance rights and the 2022 and 2023 LTI awards, a pro rata portion of rights are retained. All unreleased restricted shares allocated to the participant on vesting will remain on foot until the end of the restriction period, unless the participant is terminated for cause, in which case the awards are forfeited. Valuation of performance rights The values for performance rights are based on valuations prepared by an independent external consultant. The valuations are based on the 10-day volume weighted average share price over the 10-day trading period prior to the start of the award’s valuation period. Assumptions regarding the dividend yield and volatility have been estimated based on AMP’s dividend yield and volatility over an appropriate period. In determining the share-based payments expense, the number of instruments expected to vest has been adjusted to reflect the number of employees expected to remain with AMP until the end of the performance period; this is revisited each reporting date. The following table shows the factors and range considered in determining the value of the performance rights granted during the last two years. Performance rights Closing share price on grant date Contractual life (in years) Dividend yield (per annum) Expected volatility of share price Risk-free interest rate (per annum) Performance rights hurdle discount Fair value of performance rights (weighted average) Expected time to vesting (in years) Performance rights movements Number of performance rights Balance at the beginning of the year Granted during the year Exercised during the year Lapsed during the year Balance at the end of the year 2023 $1.05 3.8–5.8 4%–5% 0%–40% 0%–2.9% 12%–58% $0.75 3.7 2022 $1.01 4.1 0%–5% 39% 0.1% 42% $0.59 3.1 2023 2022 32,410,318 29,754,528 5,345,802 7,592,943 – – (24,821,377) (4,937,153) 12,934,743 32,410,318 129 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 130 Notes to the financial statements for the year ended 31 December 2023 4.2 Share-based payments continued 4.2 Share-based payments continued (b) Share rights The Chief Executive Officer (CEO), Executive Committee members, and certain executives and employees are provided share rights as a part of their remuneration arrangements. These arrangements are summarised as follows: (b) Share rights continued Valuation of share rights Long-term Variable Remuneration Awards Short-term Incentive Awards Salary Sacrifice Plan CEO Sign-on Share Rights Award Share rights Overview Share rights give the participant the right to acquire one fully paid ordinary share in AMP Limited after a specified service period. They are granted at no cost to the participant and carry no dividend or voting rights until they vest. All awards are subject to ongoing employment, compliance with AMP policies and the board’s discretion. In 2021, AMP offered the opportunity to salary sacrifice between $1,000–$5,000 over a 12-month period to acquire shares in AMP which includes a matching contribution on a 2:5 basis. Vesting conditions/ period Long-term Variable Remuneration (LTVR) awards for certain executives (pre 2023) are subject to continued service periods of three or four years. LTVR awards for certain executives granted from 2023 onwards, are subject to continued service periods that vest in three equal tranches over a three year period, or a single tranche after four years. Awards granted under the Deferred Bonus Equity Plan are split into two tranches with continued service conditions of two and three years respectively. These awards may be settled through an equivalent cash payment, at the discretion of the board. Shares granted under the share matching component of the salary sacrifice plan are subject to continued service for two years from grant date. The Short-term Incentive (STI) awards typically have 40% to 60% of the award deferred in equity. The vesting period is between one to four years of continued service. These awards may be settled through an equivalent cash payment, at the discretion of the board. The sign-on share rights give the CEO the right to acquire one fully paid ordinary share in AMP Limited (per right) after a specified service period. They were granted at no cost to the CEO and carry no dividend or voting rights until they vest. This award may be settled through an equivalent cash payment at the discretion of the board. The first and second tranches, representing 96% of the award, were vested and released to the CEO. The remaining 4% of the award are scheduled to vest on 22 November 2024. Unvested awards Unvested awards are forfeited if the participant voluntarily ceases employment or is dismissed for misconduct. The fair value of share rights has been calculated as at the grant date by external consultants using a discounted cash flow methodology. If relevant to the award, fair value has been discounted for the present value of dividends expected to be paid during the vesting period to which the participant is not entitled. For the purposes of the valuation, it is assumed share rights are exercised as soon as they have vested. Assumptions regarding the dividend yield have been estimated based on AMP’s dividend yield over an appropriate period. In determining the share-based payments expense, the number of instruments expected to vest has been adjusted to reflect the number of employees expected to remain with AMP until the end of the vesting period. The following table shows the factors and range considered in determining the independent fair value of the share rights granted during the last two years: Share rights Closing share price on grant date Contractual life (in years) Dividend yield (per annum) Dividend discount Fair value of share rights (weighted average) Expected time to vesting (in years) Share rights movements Number of share rights Balance at the beginning of the year Granted during the year Exercised during the year Lapsed during the year Balance at the end of the year 2023 $1.05 0.8–3.8 4%–5% 3%–16% $0.94 0.0–3.1 2022 $0.96 0.9–3.9 0%–5% 0%–13% $0.88 0.0–3.1 2023 2022 17,726,479 15,003,196 6,988,269 7,243,680 (3,570,506) (3,296,779) (1,099,223) (1,223,618) 20,045,019 17,726,479 131 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 132 Notes to the financial statements for the year ended 31 December 2023 5 Section Group entities This section explains significant aspects of the AMP group structure, including significant investments in controlled operating entities, and investments in associates. It also provides information on business acquisitions and disposals made during the year. 5.1 Controlled entities 5.2 Discontinued operations 5.3 Investments in associates 5.4 Parent entity information 5.5 Related party disclosures 5.1 Controlled entities Significant investments in controlled operating entities are as follows: Operating entities Name of entity AMP Bank Limited AMP Capital Funds Management Limited Country of registration Australia Australia AMP Capital Investors (New Zealand) Limited New Zealand AMP Capital Investors Limited AMP Capital Office and Industrial Pty Limited AMP Capital Shopping Centres Pty Limited AMP Financial Planning Pty Limited Charter Financial Planning Limited AMP Group Finance Services Limited AMP Services (NZ) Limited AMP Services Limited AWM Services Pty Ltd ipac Asset Management Limited Hillross Financial Services Limited AMP Wealth Management New Zealand Limited AdviceFirst Limited National Mutual Funds Management Ltd N.M. Superannuation Pty Ltd NMMT Limited Australia Australia Australia Australia Australia Australia New Zealand Australia Australia Australia Australia New Zealand New Zealand Australia Australia Australia Share type Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord Ord % holdings 2023 100 – – – – – 100 100 100 100 100 100 100 100 100 100 100 100 100 2022 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 100 5.2 Discontinued operations (a) Sale of AMP Capital During 2022, AMP announced a series of sales transactions which resulted in AMP’s divestment of its AMP Capital and SMSF businesses. AASB 5 Non-current Assets Held for Sale and Discontinued Operations (AASB 5) requires the income, expenses and cash flows of these businesses to be separately disclosed as discontinued operations. For the year ended 31 December 2023, discontinued operations represents the income, expenses and cash flows of: — AMP Capital’s international infrastructure equity business from 1 January to 3 February 2023; — AMP Capital’s real estate and domestic infrastructure equity business from 1 January to 24 March 2023; and — SuperConcepts Self-Managed Superannuation Fund administration and software business from 1 January to 30 June 2023. In accordance with AASB 5, the comparative period results have been restated. As result, in addition to the businesses above, whose results were included for the entire comparative period, the discontinued operations for year ended 31 December 2022 also included the income, expenses and cashflows of: — AMP Capital’s infrastructure debt platform from 1 January 2022 to 11 February 2022; and — AMP Capital’s GEFI business from 1 January 2022 to 28 March 2022. The residual assets of AMP Capital, principally its investments in CLAMP, PCCP and related sponsor investments remain a part of the AMP group. Accordingly, the related income, expenses and cash flows of these investments are included within continuing operations. (b) Profit for the year from discontinued operations The results of AMP Capital and SMSF sold businesses included within AMP group’s Consolidated income statement are set out below, including comparative information. Following the sale of AMP Capital, certain service arrangements will continue between AMP and those businesses. Where relevant, revenue and expenses attributable to continuing operations from such arrangements have been presented within continuing operations to reflect the ongoing nature of such arrangements. The result of the discontinued operations presented below have been adjusted for these arrangements. Total revenue of discontinued operations Total expense of discontinued operations Loss before tax from discontinued operations Income tax expense Loss for the year from discontinued operations before disposals Gain on disposal of businesses sold Income tax benefit/(expense) resulting from the gain on disposal of businesses sold 2 Gain on disposal of businesses sold after tax Profit for the year from discontinued operations Other comprehensive loss for the year from discontinued operations Total comprehensive income for the year 1 2 Results for the year ended 31 December 2022 have been restated to be on a continuing operations basis. Income tax expense is net of the utilisation of previously unrecognised capital losses. 2023 $m 146 (147) (1) – (1) 232 15 247 246 (7) 239 2022 1 $m 452 (460) (8) (9) (17) 413 (10) 403 386 (12) 374 (c) Cash flows provided by discontinued operations The cash flows provided by discontinued operations during the year and included within the Consolidated statement of cash flows, are set out below, including comparative information. Net cash used in operating activities Net cash provided by investing activities Net cash provided by discontinued operations 2023 $m (107) 360 253 2022 $m (89) 488 399 133 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 134 Notes to the financial statements for the year ended 31 December 2023 5.2 Discontinued operations continued 5.3 Investments in associates continued Critical accounting estimates and judgements: The presentation of discontinued operations includes gains or losses recognised on the sale of AMP Capital and SMSF businesses and incorporates management’s judgements in relation to: — determining whether the relevant group of assets meet the held for sale classification, including judgements applied in estimating the likely satisfaction of key condition precedents and estimating the timeframe that transactions will complete within from the balance date, — determining the fair value of the assets and liabilities held for sale, including related impairment considerations, and — assumptions used to estimate purchase price adjustments, earn-outs, the allocation of goodwill, provisions for directly attributable separation costs yet to be incurred, warranties and indemnities under sale agreements and potential onerous contracts resulting from the separation. 5.3 Investments in associates Investments in associates accounted for using the equity method: Accounting Policy – recognition and measurement Investments in associates Investments in entities over which the AMP group has the ability to exercise significant influence, but not control, are accounted for using the equity method. The investment is measured at cost plus post-acquisition changes in the AMP group’s share of the associates’ net assets, less any impairment in value. The AMP group’s share of profit or loss of associates is included in the Consolidated income statement. Any dividend or distribution received from associates is accounted for as a reduction in the carrying value of the associate. Any impairment is recognised in the Consolidated income statement when there is objective evidence that a loss has been incurred. It is measured as the amount by which the carrying amount of the investment in entities exceeds the recoverable amount. 5.4 Parent entity information (a) Statement of comprehensive income – AMP Limited entity Dividends and distributions from controlled entities and net gains or losses on financial assets 1 Interest revenue Service fee revenue 2023 $m 704 1 6 38 – (80) – (27) 134 776 776 2022 $m 27 1 5 47 87 (9) (100) (36) 76 98 98 Ownership interest Carrying amount 1 Share of profit from associates accounted for using the equity method Associate Principal activity Place of business 2023 % 2022 % China Life Pension Company 2 3 Pension Company China 19.99 19.99 2023 $m 461 2022 $m 447 China Life AMP Asset Management Company Ltd 3 PCCP, LLC (Pacific Coast Capital Partners) Other 4 Total investments in associates Investment Management China 14.97 14.97 88 81 Investment Management United States 23.27 23.87 n/a n/a 180 74 803 170 73 771 1 The carrying amount is after recognising $75m (2022: $80m) share of current year profit or loss from the associates accounted for using the equity method. 2 AMP’s 31 December 2022 financial report was qualified with respect to the external auditor’s ability to obtain sufficient, appropriate, third-party audit evidence about AMP’s share of the net income and consequently the carrying amount of its investment in China Life Pension Company (CLPC) for the year ended 31 December 2022. On 28 March 2023, subsequent to the issuance of AMP’s 31 December 2022 financial report, CLPC’s audited financial statements were issued which evidenced that AMP’s share of CLPC’s net income for the year ended 31 December 2022 and consequently the carrying amount of AMP’s investment in CLPC at that date was supported. 3 AMP has significant influence through representation on the entity's board. 4 Other primarily consists of ownership interests in Advice-related businesses. Other income Operating expenses Impairment of investments in controlled entities Finance costs Income tax benefit 2 Profit for the year Total comprehensive income for the year 1 Dividends and distributions from controlled entities of $694m (2022: $13m) is not assessable for tax purposes. 2 Income tax benefit includes $nil (2022: $nil) utilisation of previously unrecognised revenue tax losses. 135 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 136 Notes to the financial statements for the year ended 31 December 2023 5.4 Parent entity information continued 5.5 Related party disclosures (b) Statement of financial position – AMP Limited entity Current assets Cash and cash equivalents Receivables and prepayments 1 Current tax assets Loans and advances to subsidiaries Investments in other financial assets Non-current assets Investments in controlled entities Investments in associates Loans and advances to subsidiaries Deferred tax assets 2 Total assets Current liabilities Payables 1 Interest-bearing liabilities Current tax liabilities Provisions Other financial liabilities Subordinated debt Non-current liabilities AMP Capital Notes 2 3 AUD Medium Term Notes 3 Total liabilities Net assets Equity Contributed equity Share-based payment reserve Other reserve Retained earnings Total equity 2023 $m 7 211 78 250 11 2022 $m 1 172 69 350 65 4,302 4,909 471 500 353 457 500 289 (a) Key management personnel Compensation of key management personnel Short-term benefits Post-employment benefits Share-based payments Other long-term benefits Termination benefits Total 2023 $'000 7,857 302 3,046 (36) 433 2022 $'000 10,069 378 3,577 55 291 11,602 14,370 Compensation of the group’s key management personnel includes salaries, non-cash benefits and contributions to the post-employment benefits. Executive officers also participate in share-based incentive programs (refer to note 4.2). The amounts disclosed in the table are recognised as an expense during the reporting period. 6,183 6,812 Loans to key management personnel Loans to key management personnel and their related parties are provided by AMP Bank and are on similar terms and conditions generally available to other employees within the group. No guarantees are given or received in relation to these loans. Loans have been made to five current and former key management personnel and their related parties. Details of these loans are: Balance at the beginning of the year Net advances Balance at the end of the year Interest charged 2023 $'000 4,165 774 4,939 199 2022 $'000 3,605 560 4,165 114 Key management personnel access to AMP’s products From time to time, key management personnel or their related entities may have had access to certain AMP products and services such as investment products, personal banking and financial investment services. These products and services are offered to key management personnel on the same terms and conditions as those entered into by other group employees or customers. 496 – 23 112 – – 274 273 1,178 5,005 874 632 58 2 3 252 272 – 2,093 4,719 4,670 5,008 31 25 279 5,005 29 12 (330) 4,719 1 Receivables and payables include tax-related amounts receivable from subsidiaries $118m (2022: $168m) and payable to subsidiaries $437m (2022: $434m). 2 Deferred tax assets include amounts recognised for losses available for offset against future taxable income of $352m (2022: $287m). 3 The AMP Limited entity is the issuer of AMP Capital Notes 2 and AUD Medium Term Notes. Further information on these is provided in note 3.2. (c) Contingent liabilities of the AMP Limited entity The AMP Limited entity has entered into deeds to provide capital maintenance and liquidity support to AMP Bank Limited. At the reporting date, the likelihood of any outflow in settlement of these obligations is considered remote. 137 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 138 Notes to the financial statements for the year ended 31 December 2023 5.5 Related party disclosures continued (b) Transactions with related parties Transactions with non-executive directors Some non-executive directors of AMP group hold directorships or positions in other companies or organisations. AMP may provide or receive services from these companies or organisations negotiated based on arm’s length terms. None of the non-executive directors were, or are, involved in any procurement or board decision making regarding the companies or organisations with which they have an association. Transactions with other associates The group provides investment management and banking services under general service level agreements with other associates as well as support to financial advice practices. Dividends were received from associates. Transactions with investment entities The AMP group, from time to time, invests sponsor capital. The structure of the fund or the group’s level of ownership may result in the fund being treated as an associate of the group. See note 5.3 for details of the group’s associates. Management fees are earned by AMP or its associates for managing and administering these investment funds. All transactions between the group, its associates and the funds are on an arm’s length basis. Accounting policy – recognition and measurement Short-term benefits – Liabilities arising in respect of salaries and wages and any other employee entitlements expected to be settled within 12 months of the reporting date are measured at their nominal amounts. Post-employment benefits – Defined contribution funds – The contributions paid and payable by the AMP group to defined contributions funds are recognised in the Consolidated income statement as an operating expense when they fall due. Prepaid contributions are recognised as an asset to the extent that a cash refund or a reduction in the future payments is available. Share-based payments – Refer to note 4.2. Other long-term benefits – Other employee entitlements are measured at the present value of the estimated future cash outflows to be made in respect of services provided by employees up to the reporting date. In determining the present value of future cash outflows, discount rates are determined with reference to market yields at the end of the reporting period on high quality corporate bonds or, in countries where there is no deep market in such bonds, by using market yields at the end of the period on government bonds. 6 Section Other Disclosures This section includes disclosures other than those covered in the previous sections required for the AMP group to comply with the accounting standards and pronouncements. 6.1 Notes to the Consolidated statement of cash flows 6.2 Commitments 6.3 Right of use assets and lease liabilities 6.4 Provisions and contingent liabilities 6.5 Auditor’s remuneration 6.6 New accounting standards 6.7 Events occurring after reporting date 6.1 Notes to the Consolidated statement of cash flows (a) Reconciliation of cash flow from operating activities Net profit after income tax Depreciation of operating assets Amortisation and impairment of intangibles Investment gains/(losses) and share of profit/(losses) from investments in associates Dividend and distribution income received Share-based payment expense Increase in loans and advances, receivables and other assets Decrease in guarantee liabilities (Decrease)/increase in income tax balances Increase in deposits, other payables and provisions Net cash (used in)/provided by operating activities Accounting policy – recognition and measurement Cash and cash equivalents 2023 $m 265 39 33 (193) 31 9 (507) (32) (41) 291 (105) 2022 $m 387 57 52 (474) 71 11 (1,545) (21) 88 2,337 963 Cash and cash equivalents comprise cash-on-hand that is available on demand and deposits that are held at call with financial institutions. Cash and cash equivalents are measured at fair value, being the principal amount. For the purpose of the Consolidated statement of cash flows, cash and cash equivalents also include other highly liquid investments not subject to significant risk of change in value, with short periods to maturity, net of outstanding bank overdrafts. Bank overdrafts are shown within interest-bearing liabilities in the Consolidated statement of financial position. 139 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 140 Notes to the financial statements for the year ended 31 December 2023 6.2 Commitments (a) Investment commitments At 31 December 2023, AMP group had uncalled investment commitments of $18m (2022: $81m) in relation to certain sponsor investments. Subsequent to the reporting date, $nil of this committed capital was invested by AMP group into managed funds. These investment commitments will only be called when suitable investment opportunities arise, and the exact timeline remains unspecified. (b) AMP Bank credit-related commitments At 31 December 2023, AMP Bank had credit-related commitments of $3,576m (2022: $3,464m), which included undrawn balances on customer approved limits as well as loan offers pending signing by customers and signed loan contracts pending settlement. AMP Bank expects that not all of the credit-related commitments will be drawn before their contractual expiry. 6.3 Right of use assets and lease liabilities Per AASB 16 Leases (AASB 16), the group recognises lease liabilities except for short-term leases and leases where the underlying asset is of low value, with corresponding right of use assets in the Consolidated statement of financial position. (a) Right of use (ROU) assets The main type of ROU asset recognised by the group is premises. The following table details the carrying amount of the ROU assets at 31 December 2023 and the movements during the year. Balance at the beginning of the year Additions Derecognitions and transfers to sublease receivables 1 Impairment expense 2 Depreciation expense Foreign currency exchange rate movement Transferred to assets held for sale Balance at the end of the year 2023 $m 396 10 (11) (27) (39) – – 329 2022 $m 96 469 (90) (30) (47) 1 (3) 396 Includes transfers to sublease receivables of $11m (2022: $60m). 1 2 Includes an impairment expense of $11m (2022: $1m) recognised in relation to discontinued operations. (b) Lease liabilities The following table details the carrying amount of lease liabilities at 31 December 2023 and the movements during the year. 6.3 Right of use assets and lease liabilities continued Accounting policy – recognition and measurement At inception, the AMP group assesses whether a contract is, or contains, a lease. Such assessment involves the application of judgement as to whether: — the contract involves the use of an identified asset; — the group obtains substantially all the economic benefits from the asset; and — the group has the right to direct the use of the asset. It is AMP’s policy to separate non-lease components when recognising the lease liability. The group recognises a Right of Use (ROU) asset and a lease liability at the lease commencement date. The ROU asset is initially measured as the present value of future lease payments, plus initial direct costs and restoration costs of the underlying asset, less any lease incentives received. The ROU asset is depreciated over the shorter of the lease term and the useful life of the underlying asset. The ROU asset is tested for impairment, including any reversal, if there is an indicator, and is adjusted for certain remeasurements of the lease liability. A lease liability is initially measured at the present value of future lease payments discounted using the group’s incremental borrowing rate. Lease payments generally include fixed payments and variable payments that depend on an index, eg CPI. A lease liability is remeasured when there is a change in future lease payments from a change in an index, or if the group’s assessment of whether an option will be exercised changes. Interest expense on lease liabilities is recognised within finance costs in the Consolidated income statement. The group has elected not to recognise ROU assets and lease liabilities for leases where the lease term is less than or equal to 12 months and where the underlying asset is of low value. Payments for such leases are recognised as an expense on a straight-line basis over the lease term. Critical accounting estimates and judgements Management applies judgement in identifying and measuring lease liabilities and assessing impairment indicators for ROU assets which includes: — assessing whether a contract contains a lease; — determining lease term and incremental borrowing rate; — separating lease and non-lease components; — assessing lease modification vis-a-vis new lease; — assessing the usage of ROU assets and the associated benefits. Balance at the beginning of the year Additions Derecognitions Interest expense Payments made Transferred to liabilities held for sale Balance at the end of the year 2023 $m 569 2 – 31 (66) – 536 2022 $m 135 517 (40) 25 (65) (3) 569 6.4 Provisions and contingent liabilities (a) Provisions Compliance, remediation and litigation Obligations relating to corporate reorganisation Other 1 Total provisions 2023 $m 261 78 169 508 2022 $m 81 91 125 297 The AMP group paid $3m (2022: $8m) in relation to short-term leases and $nil (2022: $nil) in relation to variable lease payments. The total cash outflow for leases in 2023 was $69m (2022: $73m). 1 Other provisions include provisions for onerous lease arrangements, deferred payments relating to purchase of client registers, make-good provisions relating to premises and other operational provisions. 141 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 142 Notes to the financial statements for the year ended 31 December 2023 6.4 Provisions and contingent liabilities continued 6.4 Provisions and contingent liabilities continued (b) Movements in provisions Balance at the beginning of the year Net provisions raised during the year Provisions utilised during the year Balance at the end of the year Compliance, remediation and litigation 1 $m Obligations relating to corporate reorganisation $m 81 250 (70) 261 91 76 (89) 78 Other $m 125 89 (45) 169 Total $m 297 415 (204) 508 1 Net provisions raised during the year include provisions of $110m and $100m in respect of shareholder and financial adviser class actions respectively. The nature of these class actions have been described in AMP’s half year financial report for the period ended 30 June 2023. During the second half of 2023 and up to the date of this report, the following developments have occurred: agreements to settle the shareholder and financial adviser class actions were reached subject to approval by the Supreme Court of New South Wales and the Federal Court of Australia respectively. Court approval of the settlement of the shareholder class action was received on 14 November 2023 and the payment was finalised in January 2024 (refer to note 6.7 for further information). Court approval of the financial adviser class action is expected in the first half of 2024 upon which the payment will be finalised. Accounting policy – recognition and measurement Provisions Provisions are recognised when: — AMP has a present obligation (legal or constructive) as a result of a past event; — it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation; and — a reliable estimate can be made of the amount of the obligation. Provisions are measured at the present value of management’s best estimate of the expenditure required to settle the present obligation at the reporting date. For provisions other than employee entitlements, the discount rate used to determine the present value reflects current market assessments of the time value of money and the risks specific to the liability. A contingent liability is disclosed where a legal or constructive obligation is possible, but not probable; or where the obligation is probable, but the financial impact of the event is unable to be reliably estimated. From time to time the AMP group may incur obligations or suffer financial loss arising from litigation or contracts entered into in the normal course of business, including guarantees issued for performance obligations of controlled entities in the AMP group. Legal proceedings threatened against AMP may also, if filed, result in AMP incurring obligations or suffering financial loss. Where it is determined that the disclosure of information in relation to a contingent liability can be expected to adversely prejudice the position of the AMP group (or its insurers) in a dispute, accounting standards allow AMP to not disclose such information. It is AMP’s policy that such information is not disclosed in this note. Industry and regulatory compliance investigations AMP is subject to review from time to time by regulators, both in Australia and offshore. In Australia, AMP’s principal regulators are APRA, ASIC, AUSTRAC and the ATO, although other government agencies may have jurisdiction depending on the circumstances. The reviews and investigations conducted by regulators may be industry-wide or specific to AMP and the outcomes of those reviews and investigations can vary and may lead, for example, to the imposition of penalties, disagreement with management’s position on judgemental matters including provisions and tax positions, variations or restrictions to licences, the compensation of clients, enforceable undertakings or recommendations and directions for AMP to enhance its control framework, governance and systems. AMP regularly undertakes internal reviews, as part of ongoing monitoring and supervision activities, to determine, amongst other things, where clients or other stakeholders, including employees, may have been disadvantaged. In some instances, compensation has been paid and where the results of our reviews have reached the point that compensation is likely and can be reliably estimated then a provision has been raised. These provisions are judgemental and the actual compensation could vary from the amounts provided. Addressing historical matters through regulator actions AMP has been working through a number of historical matters raised at the Royal Commission and elsewhere, and since 2018, has been taking action to strengthen assurance and operational controls, accountability and processes, improve compliance and risk management, and remediate impacted customers. In 2021, AMP’s Superannuation Trustees (AMP Superannuation Pty Limited and N.M. Superannuation Proprietary Limited) entered into an enforceable undertaking (EU) with APRA for historical matters in the Superannuation business. APRA has acknowledged that AMP has addressed and completed remediation of several matters, and at the completion of this EU, AMP envisages that all outstanding matters referred to APRA by the Financial Services Royal Commission will be concluded. Litigation and claims Superannuation class actions During May and June 2019, certain subsidiaries of AMP Limited, namely, N.M. Superannuation Proprietary Limited (NM Super), AMP Superannuation Pty Limited (AMP Super), NMMT Limited and AMP Services Limited (AMP Services), were served with two class actions in the Federal Court of Australia (the Federal Court). The first of those class actions related to the fees charged to members of certain of AMP superannuation funds. The second of those actions related to the fees charged to members, and interest rates received and fees charged on cash-only fund options. The two proceedings were brought on behalf of certain superannuation clients and their beneficiaries. Subsequently, the Federal Court ordered that the two proceedings be consolidated into one class action. The consolidated class action is in respect of the period July 2008 to September 2019. The AMP respondents have filed defences to the proceedings. The claims are yet to be quantified and participation has not been determined. At present, the proceedings are listed for a trial of eight weeks commencing on 26 May 2025. Currently, the potential outcome and costs associated with the matter remain uncertain. The proceedings are being defended. Commissions for advice and insurance advice class action In July 2020, AMPFP and Hillross Financial Services Limited (Hillross), both subsidiaries of AMP Limited, were served with a class action in the Federal Court. The class action related to advice provided by some aligned financial advisers in respect of certain life and other insurance products. Subsequently, in August 2020, AMP Limited, AMPFP, Hillross and Charter Financial Planning Limited (Charter), were served with a class action in the Federal Court. The class action primarily related to the payment of commissions to some aligned financial advisers in respect of certain life insurance and other products and in respect of allegations of charging of fees where advice services were not provided. In December 2020, the Federal Court ordered that these two class actions be consolidated. The consolidated class action is in respect of the period July 2014 to February 2021. The AMP respondents have filed a defence to the proceedings. The claim is yet to be quantified and participation has not been determined. Currently, the potential outcome and costs associated with the matter remain uncertain. The proceedings are being defended. Proceedings brought by Munich Re Australia In April 2023, AMP Limited and certain subsidiaries, namely, AMP Services, NM Super, AMP Super and AWM Services Pty Limited, were served with proceedings in the Supreme Court of New South Wales brought by Munich Reinsurance Company of Australasia Limited (Munich Re). The proceedings primarily relate to allegations of misleading or deceptive conduct in respect of the entry by Munich Re and Resolution Life Australasia Limited (formerly AMP Life Limited, which is also a defendant to the proceedings) (RLA) into certain reinsurance arrangements in 2016 and 2017. The AMP respondents have filed a defence in the primary proceedings. RLA has similarly filed a defence in the primary proceedings and a cross-claim against AMP Services in respect of an indemnity said to be given by AMP Services to RLA. AMP Services is yet to file a defence to the cross-claim. The claim is yet to be quantified. Currently, the potential outcome and costs associated with the matter remain uncertain. The proceedings are being defended. Indemnities and warranties Under the terms of sale agreements of various entities transacted by AMP from time to time, AMP has given certain covenants, warranties and indemnities in favour of counterparties to those sales. From time to time, AMP may be notified of potential breaches of these covenants, warranties and indemnities. A breach of these covenants or warranties, or the triggering of an indemnity, may result in AMP being potentially liable for some future payments to those entities. Management reviews these notified potential breaches on an ongoing basis, and provision amounts, where applicable, are adjusted at each reporting period to reflect management’s best estimate. In addition, there remain other indemnities and warranties for which no provision has been recognised as at the reporting date and a contingent liability exists should such indemnities and warranties be called upon or where actual outcomes differ from management’s expectations. Critical accounting estimates and judgements The group recognises a provision where a legal or constructive obligation exists at the balance sheet date and a reliable estimate can be made of the likely outcome. Provisions are reviewed on a regular basis and adjusted for management’s best estimates, however significant judgement is required to estimate likely outcomes and future cash flows. The judgemental nature of these items means that future amounts settled may be different from those provided for. 143 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 144 Notes to the financial statements for the year ended 31 December 2023 6.5 Auditor’s remuneration 6.6 New accounting standards Audit services — Group — Controlled entities Total audit services remuneration Audit related assurance services Statutory assurance services 1 Other assurance services – audit related 2 Total audit related assurance services remuneration 2023 $'000 2,239 1,878 4,117 244 1,005 1,249 2022 $'000 2,426 2,455 4,881 607 1,384 1,991 Total audit related services remuneration 5,366 6,872 Non-audit services — Other assurance services – non-audit related 3 — Taxation compliance services — Other services 4 Total non-audit services remuneration Total auditor’s remuneration 5 – 5 375 380 1,234 367 746 2,347 5,746 9,219 1 Statutory assurance services relate to AFSL audits and certain APRA reporting assurance required to be performed by the statutory auditor. 2 Other assurance services – audit related primarily relate to compliance plan audits, sustainability audit, other APRA compliance reporting, derivative risk statement assurance, and internal control reviews. 3 FY22 fees relate to the services associated with the demerger and sale of the AMP Capital businesses. 4 Other services include risk management reviews, regulatory reviews, and transaction services. 5 Total amount excludes audit related fees and non-audit fees paid or payable for Trusts and Funds not consolidated into the group. Total fees excluded are $3,392k (2022: $6,320k) of which $140k (2022: $226k) related to non-audit services. (a) New and amended accounting standards adopted by the AMP group A number of new accounting standards’ amendments have been adopted effective 1 January 2023. These have not had a material effect on the financial position or performance of the AMP group. (b) New accounting standards issued but not yet effective A number of new accounting standards and amendments have been issued but are not yet effective, none of which have been early adopted by the AMP group in this financial report. These new standards and amendments, when applied in future periods, are not expected to have a material impact on the financial position or performance of the AMP group. 6.7 Events occurring after reporting date In January 2024, AMP finalised its payment obligation in the shareholder class action brought by Komlotex Pty Ltd in June 2018, for a total sum of $110m inclusive of interest and costs. An amount of $74m was covered by insurance proceeds, resulting in a net $36m expense for AMP in the FY23 financial report. As at the date of this report, the directors are not aware of any other matters or circumstances other than those described in the report that have arisen since the end of the financial year that have significantly affected, or may significantly affect: — the AMP group’s operation in future years; — the results of those operations in future years; or — the AMP group’s state of affairs in future financial years. 145 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 146 Directors’ declaration for the year ended 31 December 2023 In accordance with a resolution of the directors of AMP Limited, for the purposes of section 295(4) of the Corporations Act 2001, the directors declare that: (a) in the opinion of the directors, there are reasonable grounds to believe that AMP Limited will be able to pay its debts as and when they become due and payable; (b) in the opinion of the directors, the financial statements and the notes of the AMP Limited consolidated entity for the financial year ended 31 December 2023 are in accordance with the Corporations Act 2001, including section 296 (compliance with accounting standards) and section 297 (true and fair view); (c) the notes to the financial statements of the AMP Limited consolidated entity for the financial year ended 31 December 2023 include an explicit and unreserved statement of compliance with the International Financial Reporting Standards, as set out in ‘About this report – (a) Understanding the AMP financial report’ section of the Notes to the financial statements; and (d) the declarations required by section 295A of the Corporations Act 2001 have been given to the directors. Independent Auditor’s Report to the Shareholders of AMP Limited Ernst & Young 200 George Street Sydney NSW 2000 Australia GPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555 Fax: +61 2 9248 5959 ey.com/au Debra Hazelton Chair Alexis George Chief Executive Officer and Managing Director Sydney, 14 February 2024 Report on the Financial Report for the Year Ended 31 December 2023 Qualified opinion We have audited the financial report of AMP Limited (the Company) and its subsidiaries (collectively the Group or AMP), which comprises the consolidated statement of financial position as at 31 December 2023, the consolidated income statement, the consolidated statement of comprehensive income, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, notes to the financial statements, including material accounting policy information, and the directors’ declaration. In our opinion, except for the possible effects of the matter described in the Basis for qualified opinion section of our report, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: a. giving a true and fair view of the consolidated financial position of the Group as at 31 December 2023 and of its consolidated financial performance for the year ended on that date; and b. complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis for qualified opinion As disclosed in section 5.3 of the notes to the financial statements, the Company’s investment in China Life Pension Company (CLPC), a foreign associate accounted for using the equity method, is carried at $461 million on the consolidated statement of financial position at 31 December 2023. The Company’s share of CLPC’s post-tax net income of $38 million is included in the Company’s income for the year then ended. The financial statements of CLPC are still in the process of being audited by CLPC’s auditor at the date of this report, and consequently we were unable to obtain sufficient appropriate evidence about the Company’s share of CLPC’s net income for the year then ended and consequently the carrying amount of the Company’s investment in CLPC as at 31 December 2023 to the extent it was impacted by this amount. Consequently, we were unable to determine whether any adjustments to these amounts were necessary. Our opinion on the financial report for the year ended 31 December 2022 was similarly qualified. In the audit for the year ending 31 December 2023, we were able to obtain sufficient appropriate evidence to support the Company’s share of CLPC’s net income that was recorded in 2022 and consequently the carrying amount of the Company’s investment in CLPC as at 31 December 2022 to the extent it was impacted by this amount. We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the financial report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our other ethical responsibilities in accordance with the Code. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our qualified opinion. A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation 147 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 148 Independent Auditor’s Report to the Shareholders of AMP Limited Key audit matters Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report of the current year. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. In addition to the matter described in the Basis for qualified opinion, we have determined the matters described below to be the key audit matters to be communicated in our report. For each matter below, our description of how our audit addressed the matter is provided in that context. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial report section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial report. Credit Provisions Financial report reference: Section 2.1: Loans and advances, Section 3.3 Financial Risk Management Why significant How our audit addressed the matter As at 31 December 2023 loans and advances totalled $24,630 million against which provisions for expected credit losses of $100 million are required to be recorded in accordance with Australian Accounting standards, as disclosed in section 2.1. This was a key audit matter due to the value of the provisions, and the degree of judgment and estimation uncertainty associated with the provision calculation. Key areas of judgment included: — the application of the impairment requirements of AASB 9 Financial Instruments within the Group’s expected credit loss methodology; — the identification of exposures with a significant Our audit procedures included the following: — We assessed the methodology of the Group’s expected credit loss model and its underlying methodology against the requirements of AASB 9. — We assessed the following for exposures evaluated on a collective basis and associated overlays: • • significant modelling and forward-looking macroeconomic assumptions; the basis for and data used to determine the provision at 31 December 2023; and • we involved our actuarial specialists to test the mathematical accuracy of the model and to assess key assumptions. deterioration in credit risk; — We examined a sample of exposures on an individual — assumptions used in the expected credit loss model (for exposures assessed on an individual or collective basis); and — the incorporation of forward-looking information to reflect current and anticipated future external factors, including economic scenarios adopted and the probability weighting determined for each scenario. basis by: • assessing the reasonableness and timeliness of internal credit quality assessments based on the borrowers’ particular circumstances; and • evaluating the associated provisions by assessing the reasonableness of key inputs into the calculation, with particular focus on collateral values, work out strategies and the value and timing of recoveries. — We also assessed the adequacy of the disclosures in the notes to the financial statements. Independent Auditor’s Report to the Shareholders of AMP Limited Taxation Financial report reference: Section 1.4: Taxes Why significant How our audit addressed the matter As presented in the consolidated statement of financial position and Section 1.4, the Group has significant tax balances as at 31 December 2023, being a current tax asset of $83 million, a current tax liability of $23 million, a deferred tax asset of $640 million, and a deferred tax liability of $16 million. Due to the complexity and high level of judgment required in the following areas, we considered this to be a key audit matter: — the tax consequences of recent changes to the entities within the AMP Limited tax consolidated group; — estimating future taxable income and assessing the recoverability of tax losses and other deferred tax assets in future years; and — the adequacy of provisioning and assessing the recoverability of current tax. Our audit procedures included the following: — We involved our tax specialists to assess the application of tax laws and regulations in the determination of the Group’s tax balances, including the Group’s assessment of the impact of entities leaving and joining the tax consolidated group on the determination of tax balances. — We examined the Group’s deferred tax asset recoverability assessment and evaluated the reasonableness of key assumptions, including: • assessing the Group’s growth and other key assumptions and reviewing tax adjustments made to the Group’s profit forecasts to determine future taxable income; and • reviewing and assessing the Group’s analysis to determine the period over which deferred tax assets attributable to tax losses are forecast to be utilised. — We evaluated management’s assessment of the recoverability of current tax assets including the underlying tax principles applied and management forecasts. — We also assessed the adequacy of the disclosures in the notes to the financial statements. A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation 149 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 150 Independent Auditor’s Report to the Shareholders of AMP Limited Information Technology (IT) systems and controls over financial reporting Why significant How our audit addressed the matter — A significant part of the Group’s operations and — We focused our audit procedures on those IT financial reporting processes are primarily reliant on IT systems for the processing and recording of a high volume of transactions. — The group-wide IT environment is complex in terms of the scale and nature of IT systems relied upon. IT General Controls (ITGCs) support the continuous operation of the automated and other IT dependent controls within the business processes related to financial reporting. Effective ITGCs are required to ensure that IT applications process business data as expected and that changes are made in an appropriate manner. — A fundamental component of these IT systems and controls is ensuring that risks relating to inappropriate user access management, unauthorised program changes and IT operating protocols are addressed. — We identified User Access Management including IT privileged access controls for applications that are critical to financial reporting is of a heightened risk and therefore this is considered to be a key audit matter. systems and controls that are significant to the Group’s financial reporting process. — We involved our IT specialists to assist with assessing and evaluating the significant IT systems and controls. — We assessed the design and tested the operating effectiveness of the Group’s IT controls, including those related to user access management, change and operating management and data integrity. — Where we identified design and/or operating deficiencies in the IT control environment, our audit procedures included the following: • assessed the integrity and reliability of the systems and data related to financial reporting; and • where automated procedures were supported by systems with identified deficiencies, we assessed compensating or mitigating controls that were not reliant on the IT control environment. This involved varying the nature, timing and extent of audit procedures performed. Information Other than the Financial Report and Auditor’s Report Thereon The directors are responsible for the other information. The other information comprises the information included in the Company’s 2023 Annual Report but does not include the financial report and our auditor’s report thereon. Independent Auditor’s Report to the Shareholders of AMP Limited Auditor’s Responsibilities for the Audit of the Financial Report Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes our opinion. Reasonable assurance is a high level of assurance but is not a guarantee that an audit conducted in accordance with the Australian Auditing Standards will always detect a material misstatement when it exists. Misstatements can arise from fraud or error and are considered material if, individually or in the aggregate, they could reasonably be expected to influence the economic decisions of users taken on the basis of this financial report. As part of an audit in accordance with the Australian Auditing Standards, we exercise professional judgment and maintain professional scepticism throughout the audit. We also: — Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. — Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Group’s internal control. — Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. — Conclude on the appropriateness of the directors’ use of the going concern basis of accounting and, based on the audit evidence obtained, whether a material uncertainty exists related to events or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s report to the related disclosures in the financial report or, if such disclosures are inadequate, to modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern. — Evaluate the overall presentation, structure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation. — Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion. 151 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i Our opinion on the financial report does not cover the other information and accordingly we do not express any form of assurance conclusion thereon, with the exception of the Remuneration Report and our related assurance opinion. We communicate with the directors regarding, among other matters, the planned scope and timing of the audit and significant audit findings, including any significant deficiencies in internal control that we identify during our audit. In connection with our audit of the financial report, our responsibility is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial report or our knowledge obtained in the audit or otherwise appears to be materially misstated. If, based on the work we have performed, we conclude that there is a material misstatement of this other information, we are required to report that fact. We have nothing to report in this regard. Responsibilities of the Directors for the Financial Report The directors of the Company are responsible for the preparation of the financial report that gives a true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the financial report that gives a true and fair view and is free from material misstatement, whether due to fraud or error. In preparing the financial report, the directors are responsible for assessing the Group’s ability to continue as a going concern, disclosing, as applicable, matters relating to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the Group or to cease operations, or have no realistic alternative but to do so. We also provide the directors with a statement that we have complied with relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. From the matters communicated to the directors, we determine those matters that were of most significance in the audit of the financial report of the current year and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. l r e p o r t A d d i t i o n a l i n f o r m a t i o n A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation 152 Independent Auditor’s Report to the Shareholders of AMP Limited Securityholder information Report on the Audit of the Remuneration Report Opinion on the Remuneration Report We have audited the Remuneration Report included in the directors’ report for the year ended 31 December 2023. In our opinion, the Remuneration Report of AMP Limited for the year ended 31 December 2023, complies with section 300A of the Corporations Act 2001. Responsibilities The directors of the Company are responsible for the preparation and presentation of the Remuneration Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is to express an opinion on the Remuneration Report, based on our audit conducted in accordance with Australian Auditing Standards. Ernst & Young Sarah Lowe Partner Sydney 14 February 2024 Distribution of AMP Capital Notes 2 holdings as at 1 February 2024 Range 1–1,000 1,001–5,000 5,001–10,000 10,001–100,000 100,000 over TOTAL Number of holders Notes held % of issued capital 2,508 336 25 28 1 902,918 666,065 174,634 787,461 218,922 32.83 24.22 6.35 28.63 7.96 2,898 2,750,000 100.00 As at 1 February 2024, the total number of shareholders holding less than a marketable parcel of five AMP Capital Notes is four. Twenty largest AMP Capital Notes 2 holders as at 1 February 2024 Rank Name Notes held % of issued Notes 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 20 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED BNP PARIBAS NOMINEES PTY LTDJ P MORGAN NOMINEES AUSTRALIA PTY LIMITED MUTUAL TRUST PTY LTD CITICORP NOMINEES PTY LIMITED JOHN E GILL TRADING PTY LTD DELMOS PTY LTD BNPP NOMS PTY LTD HUB24 CUSTODIAL SERV LTD BINOLA NOMINEES PTY LTD ELMORE SUPER PTY LTD SOHIE INVESTMENTS PTY LTD NORA GOODRIDGE INVESTMENTS PTY LTD SKYPLAZA INVESTMENTS PTY LTD J C FAMILY INVESTMENTS PTY LIMITED INVIA CUSTODIAN PTY LIMITED HARMANIS HOLDINGS PTY LTD MR ISAAC COHEN + MRS ESTELLE MARY COHEN + MR DAVID PETER COHEN NETWEALTH INVESTMENTS LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2 CAFELO PTY LTD 218,922 75,685 69,147 56,612 49,569 49,449 48,232 44,972 34,695 30,000 29,867 28,773 27,815 25,853 21,440 20,000 19,300 17,245 16,500 15,413 7.96 2.75 2.51 2.06 1.80 1.80 1.75 1.64 1.26 1.09 1.09 1.05 1.01 0.94 0.78 0.73 0.70 0.63 0.60 0.56 TOTAL Top 20 holders of AMP Capital Notes 2 Total remaining holders balance 899,489 1,850,511 32.71 67.29 A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislation 153 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 154 Securityholder information Securityholder information AMP Limited shares voting rights The voting rights attached to AMP Limited ordinary shares are that each registered holder of shares present in person (or by proxy, attorney or representative) at a meeting of shareholders has one vote on a vote taken by a show of hands, and one vote for each fully paid share held on a vote taken by a poll. On-market acquisitions for employee incentive schemes during the financial year ended 31 December 2023 Rights granted under the Equity Incentive Plan as at 1 February 2024: — 8,787,641 Share Rights, of which the number of holders was 66. — 20,137,999 Performance Rights, of which the number of holders was 61. — No Options were awarded in 2023. Number of share rights on issue as at 1 February 2024 Size of holding 1–1,000 1,001–5,000 5,001–10,000 10,001–100,000 100,001 and over Total Number of holders – – 9 59 12 80 Size of holding 1–1,000 1,001–5,000 5,001–10,000 10,001–100,000 100,001 and over Total Number of holders – – – 40 32 72 On-market acquisitions for employee incentive schemes during the financial year ended 31 December 2023 2,655,396 AMP Limited ordinary shares were purchased on-market to satisfy entitlements under AMP’s employee incentive schemes; 2,516,620 at an average of A$1.091943 and 138,776 at an average of A$0.949909. Stock exchange listings AMP Limited’s ordinary shares are quoted on the Australian Securities Exchange. AMP de-listed from the New Zealand Stock Exchange on 7 February 2022. AMP capital notes are quoted on the Australian Securities Exchange. Restricted securities There are no restricted securities on issue. Number of share rights – – 70,175 5,722,470 2,994,996 8,787,641 Number of Performance rights – – – 3,527,469 16,610,530 20,137,999 155 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 441,410 2,741,080,904 100.00 Number of performance rights on issue as at 1 February 2024 Substantial holders as at 1 February 2024 The names of substantial holders in AMP Limited, and the number of ordinary shares which each substantial holder and the substantial holder’s associates have a relevant interest in, as disclosed in substantial holding notices received by AMP Limited before 1 February 2024, are set out below. For details of the related bodies corporate of the substantial holders who also hold relevant interests in AMP Limited ordinary shares, refer to the substantial holding notices lodged with ASX, under the company code AMP. Shareholder State Street Corporation 1 Vanguard Group 2 Number of ordinary shares 168,276,435 163,318,732 Voting power % 6.12% 5.96% 1 Substantial holding as at 30/11/2023, as per notice lodged with ASX on 4 December 2023. 2 Substantial holding as at 7/7/2022, as per notice lodged with ASX on 11 July 2022. Voting power adjusted to reflect the current number of shares on issue as at 31 December 2023. Distribution of AMP Limited shareholdings as at 1 February 2024 Range 1–1,000 1,001–5,000 5,001–10,000 10,001–100,000 100,000 over TOTAL Number of holders Shares held % of issued capital 236,988 172,303 17,526 13,812 140,354,059 346,575,880 124,886,558 336,049,922 781 1,793,214,485 5.12 12.64 4.56 12.26 65.42 As at 1 February 2024, the total number of shareholders holding less than a marketable parcel of 535 shares is 95,145. Twenty largest AMP Limited shareholdings as at 1 February 2024 Rank Name Units % Units 1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17 18 19 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED J P MORGAN NOMINEES AUSTRALIA PTY LIMITED CITICORP NOMINEES PTY LIMITED NATIONAL NOMINEES LIMITED BNP PARIBAS NOMS PTY LTD BNPP NOMS PTY LTD HUB24 CUSTODIAL SERV LTD BNP PARIBAS NOMINEES PTY LTD CITICORP NOMINEES PTY LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED WASHINGTON H SOUL PATTINSON AND COMPANY LTD CITICORP NOMINEES PTY LIMITED <143212 NMMT LTD A/C> HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED MESTJO PTY LTD NETWEALTH INVESTMENTS LIMITED BNP PARIBAS NOMINEES PTY LTD HEM CORPORATION NO2 PTY LTD BNP PARIBAS NOMS PTY LTD BNP PARIBAS NOMS (NZ) LTD GLENN HARGRAVES INVESTMENTS PTY LTD 20 HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED-GSCO ECA Total Total remaining holders balance 588,615,912 378,744,242 300,630,293 90,004,632 68,618,063 22,171,117 20,905,735 14,456,682 13,242,510 9,000,000 7,183,715 6,131,454 6,000,000 5,774,045 5,626,806 5,500,000 4,410,330 4,193,299 3,925,000 3,721,152 1,558,854,987 1,182,225,917 21.47 13.82 10.97 3.28 2.50 0.81 0.76 0.53 0.48 0.33 0.26 0.22 0.22 0.21 0.21 0.20 0.16 0.15 0.14 0.14 56.87 43.13 156 Glossary Glossary AUM based revenue Includes revenue derived from AUM or AUM-linked sources (eg account and administration fees). For the Australian and New Zealand Wealth Management businesses this includes administration and investment revenue on superannuation, retirement and investment products. Business finance loans Business loans provided to financial advisers and mortgage brokers, which are secured by a General Security Agreement over the business assets, including the client servicing rights, or other assets. Commercial lending credit policy, process and rates apply to these loans. Common Equity Tier 1 capital Comprises the highest quality components of capital that fully satisfy all of the following essential characteristics: a) provide a permanent and unrestricted commitment of funds b) are freely available to absorb losses c) do not impose any unavoidable servicing charge against earnings, and d) rank behind the claims of depositors, policyholders and other creditors in the event of winding up. Contingent liabilities A situation existing at reporting date, where past events have led to a possible obligation, the outcome of which depends on uncertain future events, or an obligation where the outcome is not sufficiently probable or reliably measurable to warrant recognising the liability at this reporting date. Earnings per share (EPS) (underlying) Calculated as NPAT (underlying) of AMP Limited divided by the basic weighted average number of ordinary shares. Franking rate The amount of tax AMP has already paid on a dividend payment. This can be used as a tax credit by Australian resident shareholders. The franking rate is determined by AMP’s taxable income. AMP’s policy is to always frank dividends at the highest possible rate. Incentive pool The money used for the payment of short-term incentive (STI) rewards. The pool size varies each year depending on AMP’s performance against financial and non-financial measures. Intangibles Represents acquired goodwill, acquired asset management mandates, capitalised costs, buyer of last resort (BOLR) assets and other assets. Interest cover (actual) Calculated on a rolling 12-month post-tax basis as NPAT (statutory) of AMP Limited before interest expense on corporate debt for the year divided by interest expense on corporate debt for the same period. Interest cover (underlying) Calculated on a rolling 12-month post-tax basis as NPAT (underlying) of AMP Limited before interest expense on corporate debt for the year divided by interest expense on corporate debt for the same period. 157 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t Controllable costs Costs that AMP incurs in running its business. Controllable costs include operational and project costs and exclude variable costs, provision for bad and doubtful debts and interest on corporate debt. Investment income Corporate debt Borrowings used to fund shareholder activities of the AMP group, including the impact of any cross-currency swaps entered into to convert the debt into A$, but excluding debt used to fund AMP Bank activities. Cost to income ratio Calculated as controllable costs divided by gross margin. Gross margin is calculated as total operating earnings and underlying investment income before tax expense plus controllable costs. Cost to income ratio (AMP Bank) Calculated as controllable costs divided by gross margin, excluding loan impairment expenses. Gross margin is calculated as total operating earnings before tax expense plus controllable costs. Defined benefit plan A scheme that provides a retirement benefit, usually based on salary and/or a predetermined formula for calculating that benefit. Unlike an accumulation scheme, the retirement benefit and method of calculation is known to the member at all times. Earnings per share (EPS) (actual) Calculated as NPAT (statutory) of AMP Limited divided by the statutory weighted average number of ordinary shares. The income on shareholder assets invested in income producing investment assets (as opposed to income producing operating assets) attributed to business units (including Group Office). The return on AMP Bank income producing investment assets is included in AMP Bank NPAT. Shareholder funds invested in income producing assets may be higher or lower than business unit capital due to the working capital requirements of the business unit. The normalisation of expected returns on investment income through the use of a separate market adjustment has been abolished, with reported investment income now reflecting actual, rather than forecast, investment returns. Key management personnel (KMP) The Chief Executive Officer (CEO), nominated direct reports of the CEO and the non-executive directors, who have authority and responsibility for planning, directing and controlling the activities of AMP. Level 3 eligible capital Comprises the highest quality components of capital for AMP Limited as the head of a Level 3 group. Level 3 eligible capital has similar characteristics to Common Equity Tier 1 capital for insurers and ADIs. Long-term incentive (LTI) An executive reward for helping AMP achieve specific long-term performance targets. It is awarded in the form of share rights and/or performance rights to motivate executives to create long-term value for shareholders. A right is an entitlement to receive one AMP Limited share per right subject to meeting the vesting conditions. i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 158 Glossary Glossary Net interest margin (AMP Bank) Net interest income over average interest earning assets. Underlying profit Net Profit After Tax (NPAT) (underlying) Represents shareholder attributable net profit or loss after tax excluding market adjustments, accounting mismatches and non-recurring revenue and expenses. AMP’s key measure of business profitability, as it smooths investment market volatility stemming from shareholder assets invested in investment markets and aims to reflect the trends in the underlying business performance of the AMP group. Underlying profit excludes all items listed below the ‘underlying profit’ line. Other items largely comprise the net of one-off and non-recurring revenues and costs. Net Profit After Tax (NPAT) (statutory) Non-executive directors (NEDs) Operating earnings Reflects the net profits (or losses) distributable to AMP Limited shareholders in a given period. Variable costs Include costs that vary directly with the level of related business (eg investment management fees and banking commissions and securitisation costs). Board directors who are not employees of AMP (they are independent). Vesting Remuneration term defining the point at which the required performance hurdles and/or service requirements have been met, and a financial benefit may be realised by the recipient. Total operating earnings are the shareholder attributable profits or losses that relate to the performance of AMP. Operating earnings exclude investment earnings on shareholder capital and one-off items. Performance rights A form of executive remuneration designed to reward long-term performance. Selected executives are granted performance rights. Each performance right is a right to acquire one AMP share after a performance period if a specific performance hurdle is met. Return on equity (RoE) (actual) RoE (actual) is calculated as NPAT (statutory) of AMP Limited divided by the average of the monthly average shareholder equity for the period. RoE (underlying) Calculated as annualised NPAT (underlying) divided by the average of the monthly average shareholder equity for the period. Sponsor revenue (AMP Capital) Income on sponsor capital assets, including normal valuation movements and net profit/ loss on sales, gross of funding costs. Share right A share right is an entitlement to acquire one AMP share at the end of a vesting period, as long as the service conditions are met. Short-term incentive (STI) A form of variable remuneration that is based on AMP achieving performance against a scorecard comprising financial, strategic, customer, people and risk related targets and objectives. Individual STI outcomes are assessed with reference to the scorecard, risk, the holistic performance of AMP, shareholder experience and individual performance and behaviours. For some executives, a portion is paid in cash and the remaining amount is deferred into share rights and restricted for a specified time, strengthening the alignment with shareholders’ interests. Total shareholder return (TSR) A measure of the value returned to shareholders over a period of time. It takes into account the changes in market value of AMP shares, plus the value of any dividends paid and capital returns on the shares. 159 A M P 2 0 2 3 A n n u a l r e p o r t O v e r v e w i B u s i n e s s r e v e w i D i r e c t o r s ’ r e p o r t i F n a n c a i l r e p o r t A d d i t i o n a l i n f o r m a t i o n 160 Corporate directory Contact us Registered office of AMP Limited Level 29 50 Bridge Street Sydney NSW 2000 Australia W: amp.com.au AMP Investor Relations AMP products and policies Level 27, 50 Bridge Street Sydney NSW 2000 Australia T: 1800 245 500 (Aus) T: 0800 440 195 (NZ) T: +612 8364 6053 (other countries) E: shares@amp.com.au W: amp.com.au/shares AMP Super Fund T: 131 267 E: askamp@amp.com.au AMP Bank T: 13 30 30 E: info@ampbanking.com.au North T: 1800 667 841 E: North@amp.com.au New Zealand T: 0800 267 005 E: investments@amp.co.nz International T: +612 8048 8162 AMP share registry Australia AMP share registry Reply Paid 2980 Melbourne VIC 8060 T: 1300 654 442 New Zealand AMP share registry PO Box 91543 Victoria Street West Auckland 1142 T: 0800 448 062 Other countries AMP share registry GPO Box 2980 Melbourne VIC 3001 Australia T: +613 9415 4051 E: ampservices@computershare.com.au AMP is incorporated and domiciled in Australia Design communication and production by ARMSTRONG Armstrong.Studio amp.com.au @AMP_AU or @ampfoundation facebook.com/AMPaustralia linkedin.com/company/amp AMP Limited ABN 49 079 354 519